【正文】 property belonging to another person was disposed of by a person without the power to do so, such contract is nevertheless valid once the person with the power to its disposal has ratified the contract, or if the person lacking the power to dispose of it when the contract was concluded has subsequently acquired such power.Article 52 Invalidating CircumstancesA contract is invalid in any of the following circumstances:(i) One party induced conclusion of the contract through fraud or duress, thereby harming the interests of the state。 Conditions Subsequent。(iii) any other conduct which violates the principle of good faith.Article 43 Trade Secrets。s liabilities are excluded or limited, and shall explain such provision(s) upon request by the other party.Standard terms are contract provisions which were prepared in advance by a party for repeated use, and which are not negotiated with the other party in the course of concluding the contract.Article 40 Invalidity of Certain Standard TermsA standard term is invalid if it falls into any of the circumstances set forth in Article 52 and Article 53 hereof, or if it excludes the liabilities of the party supplying such term, increases the liabilities of the other party, or deprives the other party of any of its material rights.Article 41 Dispute Concerning Construction of Standard TermIn case of any dispute concerning the construction of a standard term, such term shall be interpreted in accordance with mon sense. If the standard term is subject to two or more interpretations, it shall be interpreted against the party supplying it. If a discrepancy exists between the standard term and a nonstandard term, the nonstandard term prevails.Article 42 Precontract LiabilitiesWhere in the course of concluding a contract, a party engaged in any of the following conducts, thereby causing loss to the other party, it shall be liable for damages:(i) negotiating in bad faith under the pretext of concluding a contract。 Duty to Call AttentionWhere a contract is concluded by way of standard terms, the party supplying the standard terms shall abide by the principle of fairness in prescribing the rights and obligations of the parties and shall, in a reasonable manner, call the other party39。s main place of business is the place of formation of the contract。 Confirmation LetterWhere the parties enter into a contract by the exchange of letters or electronic messages, one party may require execution of a confirmation letter before the contract is formed. The contract is formed upon execution of the confirmation letter. Article 34 Place of Formation。 Acceptance by ConductAn acceptance shall be manifested by notification, except where it may be manifested by conduct in accordance with the relevant usage or as indicated in the offer.Article 23 Timely Dispatch of AcceptanceAn acceptance shall reach the offeror within the period prescribed in the offer.Where the offer does not prescribe a period for acceptance, the acceptance shall reach the offeror as follows:(i) Where the offer is made orally, the acceptance shall be dispatched immediately, unless otherwise agreed by the parties。(iv) The offeree makes a material change to the terms of the offer.Article 21 Definition of AcceptanceAn acceptance is the offeree39。(ii) The offeror lawfully revokes the offer。s systems is deemed its time of arrival.Article 17 Withdrawal of OfferAn offer may be withdrawn. The notice of withdrawal shall reach the offeree before or at the same time as the offer.Article 18 Revocation of OfferAn offer may be revoked. The notice of revocation shall reach the offeree before it has dispatched a notice of acceptance.Article 19 Irrevocable OfferAn offer may not be revoked:(i) if it expressly indicates, whether by stating a fixed time for acceptance or otherwise, that it is irrevocable。s manifestation of intention to invite the other party to make an offer thereto. A delivered price list, announcement of auction, call for tender, prospectus, or mercial advertisement, etc. is an invitation to offer.A mercial advertisement is deemed an offer if its contents meet the requirements of an offer.Article 16 Effectiveness of Offer, Offer through Electronic MessageAn offer bees effective when it reaches the offeree.When a contract is concluded by the exchange of electronic messages, if the recipient of an electronic message has designated a specific system to receive it, the time when the electronic message enters into such specific system is deemed its time of arrival。s manifestation of intention to enter into a contract with the other party, which shall ply with the following:(i) Its terms are specific and definite。(vii) liabilities for breach of contract。(v) price or remuneration。(iii) quantity。 Writing RequirementA contract may be made in a writing, in an oral conversation, as well as in any other form.A contract shall be in writing if a relevant law or administrative regulation so requires. A contract shall be in writing if the parties have so agreed.Article 11 Definition of WritingA writing means a memorandum of contract, letter or electronic message (including telegram, telex, facsimile, electronic data exchange and electronic mail), etc. which is capable of expressing its contents in a tangible form.Article 12 Terms of ContractThe terms of a contract shall be prescribed by the parties, and generally include the following:(i) names of the parties and the domiciles thereof。 Legal ProtectionA lawfully formed contract is legally binding on the parties. The parties shall perform their respective obligations in accordance with the contract, and neither party may arbitrarily amend or terminate the contract.A lawfully formed contract is protected by law.Chapter Two Formation of ContractsArticle 9 Capacity。 Article 1 PurposeThis Law is formulated in order to protect the lawful rights and interests of contract parties, to sa