英文合作协议书范本

information

that

has

come

to

the

attention

of

the

receiving

party

before

the

disclosure

of the other part y;

（

3

）

N on-confidential information

offered

by

either

party

，

before

the

disclosure

of

which

the receiving party is not informed of the fact that

the provider of this information (a third party) has

signed a binding

confidentiality

agreement

with

the

party

disclosing

the

non-confidential

information

under

this

agreement

，

and

the

receiving

party

may

reasonably

presume

that

the

information

discloser

is

not

forbidden

to offer the information to the receiving party.

Article

2

Obligations

and

L iabilities

（

1

）

Both

Party

A

and

Party

B

represent

to

the

other

party

as

the

provider

and

receiver

of

confidential

information

，

and

thus

both

undertake

confidentiality

obligations

and

liabilities.

（

2

）

Neith er Party

A

nor

Party

B

shall

disclose

or

make public any confidential information to a third

party (including the press) or otherwise make use of

the

confidential

information

without

the

written

approval of the other party; Both parties are obliged

to urge their representatives not to disclose or make

public any

confidential

information

to

a

third

party

(including

the

press)

or

otherwise make

use

of

the

confidential

information;

unless

the

disclosure

，

publicity

and

application

of

the

confidential

information

is

required by the due performance of the obligations of

the

two

parties

in

association

with

the

undertaking

and

proceeding of the cooperative programs under normal

circumstances (including obligations to be assumed by

both parties in the future pursuant to the law and the

contracts

signed

by

the

two

parties).

（

3

）

Both

parties

shall strictly limit the access to the confidential

information to their responsible representatives only

for

the

purposes

specified

hereunder.

< br>（

4

）

Neither

party

shall provide a third party with copies or duplicates

of the confidential

information disclosed by the other party or its

representative

，

whether

intentionally

or

not

，

unless

the

disclosure

is

allowed

by

a

written

agreement

signed

by

the

two

parties.

（

5

）

In

the

event

that

the

proceeding

of

the

cooperative

program

ceases

or

either

party

quits

the

program

with

reasons

，

a

party

shall

and

shall

urge

its representatives to destroy or return to the other

party

all

confidential

information

as

well

as

all

documents

and

materials

and

all

duplicates

thereof

containing

confidential

information

within

five

working days

，

upon the request of the other party at

any

time.

Nevertheless

，

the

party

possessing

the

confidential

information

may

keep

one

piece

of

the

duplicates

of

the

documents

or

materials

described

above

only

for

the

purpose

enshrined

in

Article

4

hereunder

，

without

breaching

other

provisions

of

this

agreement.

（< /p>

6

）

Either

Party

A

or

Party

B

shall

and

shall

urge

their

respective

representatives

to

treat

the

confidential information provided by the other party

with a degree of care no less than that used for the

similar information in its own possession. However

，

under

no

circumstances

shall

the

treatment

of

the

confidential information be held under a reasonable

degree of care.

Article 3 Intellectual Property RightsDisclosure

of the confidential information by either Party A or

Party B to the

other party or its representatives shall not be

construed to constitute an assignment or grant to the

other party or its representatives of the rights and

interests

in

relation

to

its

trade

secrets

，

trademarks

，

patents

，

know-how

or

any

other

intellectual

property

，

nor shall it constitute an assignment or grant to the

other party or its

representatives

the

rights

and

interests

in

relation

to

the

trade

secrets

，

trademarks

，

patents

，

know- how

，

or

any

other

intellectual

property

authorized by a third party.

Article

4

Preservation

and

Application

of

the

Confidential Information

（

1

）

Either Party A or Party

B has the

right

to

preserve

necessary

confidential

information

，

so

as

to

make

use

of

which

in

implementing

binding

laws

，

regulations

，

and obligations under their

cooperative

prog rams.

（

2

）

Either

Party

A

or

Party

B

has

the right to make use of the confidential information

to defend against any claims

，

lawsuits

，

judicial

proceedings

，

and

accusations

towards

the

receiving party or its representatives in relation to

the programs hereunder and relevant affairs

，

or to

respond

to

summons

，

subpoena

，

or

other

legal

proceedings

with

respect

to

the

programs

hereunder

and

relevant affairs.

（

3

）

Either party can

，

in light of

actual

demand

，

disclose

the

confidential

information

in any reports

，

statements or certificates submitted

to any regulatory organs at municipal

，

provincial

，

central

，

or other levels that have jurisdiction or

assert having jurisdiction over the receiving party

，

after informing the other party in written form and

making a copy for the other party of the disclosed

information.

Article

5

Dispute

Settlement

and

Governing

LawsThis

agreement

shall

be

governed

by

and

be

interpreted in

accordance

with

the

laws

of

the

People''s

Republic

of

China.

With

respect

to

any

issues

，

disputes

，

lawsuits or proceedings arising from or in connection

with

the

rights

and

obligations

of

the

parties

hereunder

，

the two parties shall irrevocably accept

the

jurisdiction

of

the

people''s

courts

of

the

People''s Republic of China.

Article

6

Term

of

the

Agreement

（

1

）

This

agreement

shall

remain

effective

for

years

，

and

shall

come

into

force

as from the date when both parties sign and stamp

the company chop on the agree ment.

（

2

）

This agreement

shall

be

held

in

four

copies

of

the

same

form.

Each

party

shall

preserve

two

copies

with

equal

legal

effect.

Party A(Seal): _________ Party B(Seal):_________

Address:_________Address:_________

Representative( Signature):_________Representative(S

ign ature):_________

Tel:_________ Tel:_________

Fax:_________ Fax:_________

Postal Code:_________ Postal Code:_________

Date:_________ Date:_________

篇五：中英文合作协议

合作协议书

Cooperation Agreement

合同编号：

Contract No.:

签订地点：西安

Signing place of contract: Xi

’

an

甲、

乙双方本着互利互惠，