【正文】
s rights, the debtor may advocate to the transferee an offset.Article 84 If a debtor intends to transfer its obligations under a contract in whole or in part to a third party, consent shall be obtained from the creditor.Article 85 If a debtor transfers its obligations, the new debtor may advocate the original debtor39。s rights over the transferee and the creditor39。s rights, the debtor may address its plea against the transferor to the transferee.Article 83 When a debtor receives a notice on the transfer of creditor39。 or(3) the transfer is not allowed according to the provisions of laws.Article 80 Any transfer of rights by a creditor shall be notified to the debtor. The transfer shall not bind the debtor without su notification.A creditor may not revoke the notice of its transfer of rights, except with the consent of the transferee.Article 81 Where a creditor transfers its rights, the transferee shall also obtain the accessory rights related to the creditor39。s rights enjoyed by the creditor. The expenses required by the creditor in exercising its right of rescission shall be borne by the debtor.Article 75 The right of rescission shall be exercised within one year from the day on whi the creditor is aware or ought to be aware of the matters for the rescission. If a creditor does not exercise its right of rescission within five years from the day on whi the action of the debtor occurred, the right of rescission shall vanish.Article 76 After a contract has bee valid, neither party may refuse to perform its obligations under the contract due to any ange in name or designation or any ange in legal representative, person in arge or sponsor.apter V Modification and Transfer of the ContractArticle 77 The parties may modify the contract on consensus through consultation.Where provisions of laws and administrative regulations require the modification of a contract to go through approval and registration procedures, su provisions shall govern.Article 78 A contract shall be assumed as not having been modified if the content of the modification of the contract is not clearly agreed on by the parties.Article 79 A creditor may transfer its rights under a contract in whole or part to a third party, except in any of the following circumstances:(1) the transfer is not allowed according to the nature of the contract。s court to rescind the debtor39。s court to rescind the debtor39。s subrogation shall be borne by the debtor.Article 74 If a debtor disclaims its due creditor39。s rights exclusively belonging to the debtor.The scope for exercising the subrogation is limited to the creditor39。s rights and exercise them under the creditor39。s court to subrogate the debtor39。s disarge of debts in part shall be borne by the debtor.Article 73 If a debtor is indolent in exercising its matured creditor39。s anticipated disarge of debts shall be borne by the debtor.Article 72 The creditor may refuse a disarge of debts in part by the debtor, except that the partial disarge does not impair the creditor39。 or(4) other situations showing inability or possible inability to meet liabilities.A party that suspends the disarge without truthful evidence shall bear the liability for brea of contract.Article 69 Where a party suspends the disarge of its debts in accordance with the provisions of Article 68 of this Law, it shall promptly notify the other party of the suspension. The party shall resume the disarge when the other party provides a guarantee. The party that has suspended the disarge may dissolve the contract if the other party has failed to regain its capability of meeting its liabilities and to provide a guarantee within a reasonable period of time.Article 70 If a creditor splits, merges or anges domicile without notifying the debtor and thus makes it difficult to disarge the debts, the debtor may suspend the disarge or deposit the targeted matter.Article 71 The creditor may refuse an anticipated disarge of debts by the debtor, except that the anticipated disarge does not impair the creditor39。(2) diverting properties and withdrawing capital to evade debts。s demand for the disarge before the latter meets its own liabilities. Either party has the right to reject the other party39。 if the price drops at the delivery, the new price shall be the fulfilling price. Where an overdue deliverytaking or overdue payment occurs, the new price shall be the fulfilling price if the price goes 。(5) in case of unclear mode of performance, the contract shall be performed in a manner conducive to the realization of the aim of the contract。 where other targeted matters are involved, the contract shall be performed in the place of the party fulfilling the obligations。(3) in case of unclear stipulation of place of performance, where the payment is in cash, the contract shall be performed in the place of the cash recipient。 if they are unable to rea a splementary agreement, the problem shall be determined in accordance with the related clauses of the contract or with trade practices.Article 62 Where the parties have unclearly stipulated related contents in a contract and fails to determine them in accordance with the provisions of Article 61 of this Law, the following provisions shall apply:(1) in case of unclear quality requirements, the contract shall be performed in accordance with State standards or trade standards, or in the absence of su standards, in accordance with mon standards or special standards conforming to the aim of the contract。s court or arbitration institution shall not rescind it.Article 55 The right to rescind shall vanish where:(1) the party with the right to rescind has not exercised it within a year from the date on whi it was aware or ought to be aware of the matter for the rescission。 or(2) any contract the making of whi lacks fairness.Where a party makes the other party enter into a contract against its true will by means of deceit, coercion or taking advantage of