法律英语 II MOU Template E.DOC
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1、仅供教学参考,并非法律建议。仅供教学参考,并非法律建议。版权所有版权所有 内部资料-翻印必究DATEParty A NameANDParty B NameMEMORANDUM OF UNDERSTANDINGC.11-1仅供教学参考,并非法律建议。仅供教学参考,并非法律建议。版权所有版权所有 内部资料内部资料-,翻印必究,翻印必究1This Memorandum of Understanding (“MOU“) is entered into on date by and between Party A name, Party A entity form established and exi
2、sting under the laws of China, with its legal address at address (hereinafter referred to as “Party A“), and Party B name, Party B entity form organized and existing under the laws of Party B jurisdiction of incorporation with its legal address at address (hereinafter referred to as “Party B“). Part
3、y A and Party B shall hereinafter be referred to individually as a “Party“ and collectively as the “Parties“.PRELIMINARY STATEMENT(A)Description of Party A.(B)Description of Party B. (C)Description of contemplated transaction (“Project“). (D)The Parties agree that before any implementation of the Pr
4、oject, the Parties are required to procure corporate approvals and to enter into formal binding contracts (the “Contracts“), the terms of which are to be discussed and agreed to between the Parties.(E)Subject to the subsequent negotiation and execution of the Contracts, the Parties wish to record in
5、 this MOU the current status of the Project.THEREFORE, the Parties hereby agree as follows:1.Matters on which the parties have reached preliminary understanding Describe matters on which the parties have reached preliminary understanding2.Matters on which the parties intend to conduct further negoti
6、ation Describe matters on which the parties intend to conduct further negotiation3.Steps to be taken by the parties after signing of the MOU3.1The Parties will in good faith within the next _ days following the signing of this MOU negotiate the terms and conditions of the Contracts. Describe other s
7、teps to be taken4.Confidential information4.1From time to time prior to and during the term of this MOU either Party (“disclosing Party”) has disclosed or may disclose to the other Party (“receiving Party”) business, marketing, technical, scientific or other information which, at the time of disclos
8、ure, is designated as confidential (or like designation), is disclosed in circumstances of confidence, or would be understood by the Parties, exercising reasonable business judgement, to be confidential (“Confidential Information“). The receiving Party shall, during the term of this MOU and for _ ye
9、ars thereafter:(a)maintain the confidentiality of Confidential Information;C.11-2仅供教学参考,并非法律建议。仅供教学参考,并非法律建议。版权所有版权所有 内部资料内部资料-,翻印必究,翻印必究2(b)not to use Confidential Information for any purpose other than those specifically set out in this MOU; and(c) not disclose any such Confidential Information to
10、 any person or entity, except to its employees or employees of its Affiliates, its agents, attorneys, accountants and other advisors who need to know such information to perform their responsibilities and who have signed written confidentiality contracts containing terms at least as stringent as the
11、 terms provided in this Article _.4.2The provisions of Article _.1 above shall not apply to information that:(a)can be shown to be known by the receiving Party by written records made prior to disclosure by the disclosing Party;(b)is or becomes public knowledge otherwise than through the receiving P
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