【正文】 For Party B　　(Signature)s rights and obligationsbe sent by either Party A or Party B by telegram or telex, etc., theWritten letter notices shall be also required afterwards. The legaladdresses of Party A and Party B listed in this contract shall be theposting addresses.　　Article 54　　The contract is signed in __________, China by the authorizedrepresentatives of both parties on _____, 19_______.　　For Party As Republic of China.　　Chapter 20 Settlement of Disputes　　Article 48　　Any disputes arising from the execution of, or in connection with, thecontract shall be settled through friendly consultations between bothparties. In case no settlement can be reached through consultations, thedisputes shall be submitted to the Foreign Economic and Trade ArbitrationCommission of the China Council for the Promotion of International Tradefor arbitration in accordance with its rules of procedure. The arbitralaward is final and binding upon both parties.　　Article 49　　During the arbitration, the contract shall be observed and enforced byboth parties except for the matters in dispute.　　Chapter 21 Language　　Article 50　　The contract shall be written in Chinese and in ____________. Bothlanguage versions are equally authentic. In the event of any discrepancybetween the two aforementioned versions, the Chinese version shallprevail.　　Chapter 22 Effectiveness of the Contract and Miscellaneous　　Article 51　　The appendices drawn up in accordance with the principles of thiscontract are integral parts of this contract, including: the projectagreement, the technology transfer agreement, the sales agreement etc.　　Article 52　　The contract and its appendices shall e into force mencing fromthe date of approval of the Ministry of Foreign Trade and EconomicCooperation of the People39。s Republic of China. Types,value and duration of insurance shall be decided by the board of directorsin accordance with the provisions of the People39。s Republic of China.　　Article 34　　The fiscal year of the joint venture pany shall be from January 1to December 31. All vouchers, receipts, statistic statements and reportsshall be written in Chinese.(Note: A foreign language can be used concurrently with mutualconsent).　　Article 35　　Financial checking and examination of the cooperative venture panyshall be conducted by an auditor registered in China and reports shall besubmitted to the board of directors and the general manager.　　In case Party B considers it necessary to employ a foreign auditorregistered in another country to undertake annual financial checking andexamination, Party A shall give its consent. All the expenses thereofshall be borne by Party B.　　Article 36　　In the first three months of each fiscal year, the manager shallprepare the previous year39。 _____by Party ______. The generalmanager and deputy general managers whose terms of office is _____yearsshall be appointed by the board of directors.　　Article 27　　The responsibility of the general manager is to carry out thedecisions of the board and organize and conduct the daily management ofthe cooperative venture pany. The deputy general managers shall assistthe general manager in his work.　　Article 28　　The general manager shall report to the board of directors theoperation conditions of the cooperative pany every three months, andmake a financial report every six months.　　Article 29　　In case of graft or serious dereliction of duty on the part of thegeneral manager and deputy general managers, the board of directors shallhave the power to dismiss them at any time.　　Chapter 11 Labor Management　　Article 30　　Labor contract covering the recruitment, employment, dismissal andresignation, wages, labor insurance, welfare, rewards, penalties and othermatters concerning the staff and workers of the cooperative venturepany shall be drawn up between the cooperative venture pany and thetrade union of the cooperative venture pany as a whole, or theindividual employees in the cooperative venture pany as a whole orindividual employees in accordance with the law of the People39。　　____________% of the left distributed to Party A and ___________% toParty B.　　Chapter 8 Selling of Products　　Article 16　　The products of cooperative venture pany will be sold both on theChinese and the overseas market, the export portion accounts for____________%, ____________% for the domestic market.(Note: An annual percentage and amount for outside and domesticselling will be written out according to practical operations, in normalconditions, the amount for export shall at least meet the needs of foreignexchange expenses of the joint venture pany).　　Article 17　　Products may be sold on overseas markets through the followingchannels:　　The cooperative venture pany may directly sell its products on theinternational market, accounting for _________%.　　The cooperative venture pany may sign sales contracts with Chineseforeign trade panies, entrusting them to be the sales agencies orexclusive sales agencies, accounting for __________%.　　The cooperative venture pany may entrust Party B to sell itsproducts, accounting for ________%.　　Article 18　　The cooperative venture39。s Investment and　　___________Years scheduled to pay back all Party B39。s Investment　　Article 15　　The cooperative venture pany shall distribute its profits inaccordance with the following procedure after paying the ine tax:____________% as allocations for reserve funds, expansion funds,welfare funds and bonuses f