NO：
Perennial Agreement of Law Consultation
Statement
1. This agreement applies to hire a lawyer for regular legal consultation. If customers need to entrust lawyers as their agent in litigation, a separate agency contract should be signed.
2. Customers should read the contract carefully before signing. If customers have a different understanding of the terms in the agreement, he\she may consult with administrative department of law firm.
3. The power of interpretation of this agreement shall be vested in Judicial Ministry of Zhe Jiang Province.
Perennial Agreement Of Law Consultation
Inviter（Party A）：
Invitee（Party B）：
This agreement is entered into at the day of , 2008, by and between Party A and Party B, in accordance with the Lawyer law of the People’s Republic of China and other relative laws, regulations, on the matter of Party A hires Party B as long-term law consultant and Party B provides law service for Party A.
NOW, THEREFORE, it is agreed as follows:
1. Legal services
Party A hires Party B as long-term law consultant, and party B shall provide regular legal services on the items from 〈1〉to〈4〉 :
〈1〉Provide legal advice or instruction on the legal problems party A concerned, draft and review legal documents, protect the lawful rights and interests of Party A.;
〈2〉Take part in the business operation and negotiations or decision-making of other major issues at the invitation of Party A;
〈3〉Assist Party A in promoting legal knowledge and establishing interior legal department.
〈4〉Separate agency contract should be signed if Party A wants to entrust Party B as the agent in litigation, arbitration, conciliation and any other civil proceedings or criminal defense. Party B should accept such commitment in priority and offer an appropriate favorable rate for attorney charge.
2. Lawyers and assistants in charge
〈1〉 Party B accepts Party A’s invitation and appoint lawyer as Party A’s long term legal consultant (hereafter “Lawyer” in brief).
〈2〉 Party A agrees that Party B and lawyer may allocate part of the legal work to the other lawyers and assistants work in Party B in necessity.
〈3〉 During the performance of this agreement, if lawyer fails to continue or is unable to provide legal service temporally, Party B should inform Party A promptly and appoint other appropriate lawyer after consulting with Party A. If Party A disagree the replacement of the new lawyer, it will be deemed that Party A rescinds the agreement and the agreement would be terminated.
3. Period of the agreement
〈1〉 The period of law consultation agreed is: From (Y/M/D) to (Y/M/D).
〈2〉 If Party A do not notice Party B the termination of the agreement after the period expires, but Party A pays for consultation charge for the next year, the agreement will be extended automatically. So is the next year in the future.
4. Charge for legal consultation
〈1〉 RMB ￥for each year.
The total charge for this agreement is RMB ￥.
〈2〉 The charge mentioned above should be paid off at one time on the day the agreement come into effective.
5. Other costs
Parties to the agreement agree that relevant costs of the law consultation should be paid by Party A, which are not included in the consultation charges subscribed in provision 4.
〈1〉 Directly occurred fees (include but not limited to out of town transportation, accommodation, communication, printing and paper fees, etc);
〈2〉 Indirectly occurred fees (include but not limited to costs of audit, appraisal, notarization, investigation and the fee to collect materials);
〈3〉 Party A should bear the costs specified above based on actual consumption of Party B.
6. Invoice
Party B should provide formal invoice to Party A on receipt of the consultation charge paid by Party A.
7. The obligations of Party B and lawyer
〈1〉Abide by the ethics of profession and practicing discipline;
〈2〉Perform the duties diligently and maintain the lawful interests of Party A according to the agreement;
〈3〉Give legal advice to Party A in time;
〈4〉Have no right to act beyond authority. There should be a separate definite authority from Party A when necessary;
〈5〉Notify Party A timely if contact ways varies;
〈6〉Keep Party A’s business information confidential.
8. Obligation of Party A
〈1〉Cordially cooperate with Party B and lawyer, bring convenience to lawyer’s work and provide all the relevant facts and materials;
〈2〉Notify Party B promptly when the relevant facts changed;
〈3〉Give the new contact information to Party B without delay;
〈4〉Pay for the consultation charge and other costs as agreed;
〈5〉 Not put forwards claims inconsistent with laws, ethics of the lawyer profession and practicing discipline.
9. Confidentiality
〈1〉Party B and lawyer should keep confidential of both Party A’s commercial secrets and individual privacy. It is not allowed to lay out to any third party without the consent of the Party A.
〈2〉If special secrecy requirements are needed, separate confidential contract should be signed and such contract should be applied.
10. Interests conflict
Party B and lawyer should tell Party A the truth that they have provided or may provide legal services to some customers whose potential interests conflict with Party A .In this case ,Party A has the right to further perform or vary the power of authority or rescind the agreement; Party B has right to arrange avoidance.
11. Other legal affairs
Both Party B and lawyer are not entitled to deal with the legal affairs beyond this agreement. Party A has to sign separate agency contract with Party B if the former do need the extra services from latter.
12. Rescission and termination of the agreement
〈1〉 Party A has the right to rescind the agreement at any time by written notice, the notice come into affective on receipt of Party B .On the meanwhile, Party B and lawyer stop providing legal service right now.
〈2〉 Party B is entitled to rescind the contract if Party A failed to pay consultation charge and other expenses agreed in the agreement and exceed the deadline for 30 days.
〈3〉 Where the objects requested by Party A violate the regulations of professional ethics and practicing discipline, Party B is entitled to terminate the agreement, witch should be made in written form.
〈4〉 If the agreement is rescind as a result of item〈1〉, 〈2〉 above, the paid consultation charge will not be returned ,the rest charge unpaid still need to be paid to Party B as agreed ;If the agreement is rescind as a result of item 3) above, Party B should return part of the consultation charge depended on the time haven’t serviced yet
13. Exempt from liability
During the fulfillment of the agreement, in case that the agreement is not able to be performed because of force majeure, both Parties should perform according to the relevant regulations.
14. Division of the agreement
Where some clauses of the agreement are invalid for any reason, the other clauses of the agreement are still valid and should be fulfilled
15. Notification
The notice with regards to the performance of the agreement should be made and sent in written form, the method to send including mail, registered mail, sent personally, fax, e-mail and so on. Respectively, both parties have the right to choose an appropriate way for his own need.
16. Dispute settlement
〈1〉When disputes occurred, both parties should deal with them through consultation. If such consultation failed, Party A should first lodge a complaint to the judicial administration department in charge of Party B and the disputes should be resolved with the department’s mediation.
〈2〉Both parties agree that, if the disputes occur on the sign and performance of this agreement and it can not be worked out through consultation and mediation, either of the party is entitled to bring a suit at the People’s court at the place where the plaintiff’s domicile located
17、other agreement.
Except the above clauses, the two parties mutually agreed upon as follow：
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（2）
（3）
（4）
. 18、Entry- into-force clause
This agreement will become effective after it has been signed by both the two parties and the consultation fees are paid by Party B. Before the effective of the agreement, Party B undertake no obligation to provide legal services to party A, but not included the preparatory work before the signature of this agreement.
19、The space to fill by hand in part of the contract has the equal effective of the printed text.
20、This contact is written in duplicate, one for each party，each has the same effective.
Inviter (Party A):
Representative：
Invitee（Party B）：
Representative：
Signature Date:
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