BIZCHINA / Company laws

Contract Law of the People's Republic of China

Updated: 2006-04-17 10:00

Article 86 If the obligor assigns its obligations to a third party, the new obligor shall assume the collateral obligations relating to the principal obligations, except that the obligations exclusively belong to the original obligor.

Article 87 Where the laws or administrative regulations stipulate that the assignment of rights or transfer of obligations shall go through approval or registration procedures, such provisions shall be followed.

Article 88 One party to a contract may assign its rights and obligations under the contract together to a third party with the consent of the other party.

Article 89 If one party to a contract assigns its rights and obligations under the contract together to a third party, the provisions of Article 79, Article 81 to 83, and Article 85 to 87 of this Law shall be applied.

Article 90 If one party to a contract is merged after the contract has been concluded, the legal person or other organization established after the merger shall exercise the contract rights and perform the contract obligations. If one party is separated after the contract has been concluded, the legal persons or other organizations thus established after the separation shall exercise the contract rights or assume the contract obligations jointly and severally.

Chapter 6 Termination of the Rights and Obligations of Contracts

Article 91 The rights and obligations of contracts shall be terminated under any of the following circumstances:

(1) The debt obligations have been performed in accordance with the terms of the contract;
(2) The contract has been rescinded;
(3) The debts have been offset against each other;
(4) The obligor has deposited the object according to law;
(5) The debt obligations have been exempted by the obligee;
(6) The creditor's rights and debt obligations are assumed by the same person; or
(7) Other circumstances for termination as stipulated by the laws or agreed upon by the parties in the contract.

Article 92 When the rights and obligations of contracts are terminated, the parties to a contract shall, abiding by the principle of good faith, perform such obligations as making a notice, providing assistance and maintaining confidentiality according to transaction practices.

Article 93 A contract may be rescinded if the parties to the contract reach a consensus through consultation.

The parties to a contract may agree upon the conditions to rescind the contract by one party. When such conditions are accompanished, the party entitled to rescind the contract may rescind it.


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