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Contract management system

Chapter I General Provisions

Article 1 In order to operate and manage according to law, standardize market competition behavior, establish the principle of taking law as the foundation, and safeguard the legitimate rights and interests of the parties, according to the Contract Law of People's Republic of China (PRC), the Regulations on Contract Supervision of Anhui Province and other relevant laws, administrative regulations and rules, the Standard System for Contract Management of Units that Respect Contracts and Keep Credits is formulated. This system is applicable to all kinds of contracts signed by enterprises.

Article 2 The overall goal of contract management: organization networking, system serialization, behavior standardization, and integration of operation management and contract management.

Article 3 Contract management is an important part of enterprise management. Doing a good job in contract management will play a positive role in the development of the company's economic activities and the maintenance of economic interests. Department managers at all levels, corporate customers and other relevant personnel must strictly abide by and seriously implement this system. All relevant departments should cooperate with each other and make joint efforts to do a good job. Keep the contract and honor the credit? As the core of contract management.

Chapter II Contract Signing System

Article 4 When signing a contract, you must abide by the laws and regulations of the state and the relevant provisions of the company.

Article 5 When signing a contract with foreign countries, in addition to the legal representative, the person holding the power of attorney of the legal person must be the principal of the legal person. The legal person client must be responsible for the enterprise, be responsible for his own work, and exercise the right to sign contracts within the scope of authorization. Beyond the agency authority and the illegal client has no right to sign contracts with foreign countries.

Article 6 To establish a contract credit evaluation system, the signatory must carefully understand the credit status of the other party before signing the contract. Including: whether the employer has legal person qualification, management right, performance ability and credit status; Adhere to the partner credit system, focusing on understanding the annual inspection level of enterprises (units). Pay attention to grade, contract credit, tax credit, receipt and delivery (payment), make a comprehensive evaluation of enterprise credit, and reduce transaction risk; Prevent being cheated, prevent signing invalid contracts, and ensure that the signed contracts are effective and beneficial.

Article 7 when signing a contract, the contract must be fulfilled? Equality, mutual benefit, consensus and equal compensation? Principle and benefit principle.

Article 8 When signing a contract involving other units within the company, internal consultation and coordination shall be conducted in advance before signing the contract.

Article 9 A contract shall be in written form, unless it is not settled within the time limit. Model texts designated by the state and the province shall be adopted. It is indeed necessary for an enterprise to formulate a contract text with reference to the model text, but it must not contain format clauses that harm the interests of the parties. The contract text formulated by the enterprise must be carefully examined to prevent? Overlord clause? And then what? Contract trap? .

Article 10 The provisions on the rights and obligations of the other party to a contract must be clear and specific, and the written statement should be clear and accurate. Every obligation of the other party in the contract should correspond to the liability for breach of contract.

The main issues to be reviewed in the contents of the contract are:

1. Please indicate the full names, signing time and place of both parties in the radical part.

2. In the text, note: the product name should indicate the brand, trademark, manufacturer, model, specification, grade, color, whether it is a complete set of products, etc. Technical quality requirements are clear and specific; The quantity shall specify the unit of measurement, measurement method, positive and negative tail difference, reasonable weighing difference and natural loss rate. The mode of transportation and freight responsibility should be specific and clear; Delivery (delivery) time limit, place and acceptance method shall be clear; The price must implement the current national price and market adjustment price; If the liability for breach of contract has legal liquidated damages, it shall be explained in accordance with the regulations. If there is no provision in the law or the provisions are not specific, the amount, proportion and calculation method of the agreed liquidated damages shall be specified.

Finally, both parties must use qualified seals? The official seal or special seal of the contract shall not use unqualified seals, such as financial seal, department seal and business seal, to indicate the validity period of the contract.

Article 11 when signing a contract, except that the place of performance of the contract is in our domicile, we should try our best to stipulate that it shall be under the jurisdiction or choice of the people's court where we are located? Arbitration by an arbitration institution.

Article 12 The signing of a contract shall be based on the spot and adhere to the principle of fixed sales; Payment shall be made by collection and acceptance as far as possible, and the contract shall be signed mainly in cash, and credit sales are not allowed; If it is really necessary to sell on credit or on consignment, it shall be examined and approved by the person in charge of the company.

Article 13 All contracts signed with foreign countries must be aimed at safeguarding the legitimate rights and interests of the company and improving economic benefits. It is absolutely forbidden to practice favoritism and malpractice, enrich oneself and seek personal gain when signing a contract, and cause economic losses to the company, and criminal responsibility shall be investigated according to law.

Chapter III Contract Approval System

Fourteenth before the formal signing of the contract, it must be reported to the leadership for approval in accordance with the regulations before it can be formally signed.

Article 15 The contract approval authority is as follows:

1. The contracts signed by the company shall be submitted to the company for examination and approval in addition to the general manager or the authorized customers designated by the general manager.

2. The Legal Department is responsible for reviewing the following contracts: contracts entrusted by the board of directors and the general manager; The content is complex and difficult to master, and all enterprises need legal aid. The legal department is mainly responsible for reviewing the legality, rigor and feasibility of the contract terms and contents, and putting forward opinions for the reference of decision-making departments.

Article 16 The key points of contract review are:

1, the legality of the contract. Including: whether the parties have the right and ability to sign and perform the contract; Whether the contents of the contract comply with national laws, policies and the provisions of this system; Whether the rights and obligations are equal; Whether the signing procedure is in compliance with the law.

2. The strictness of the contract. Including: whether the terms of the contract are complete; Whether the rights and obligations of both parties are specific and clear; Whether the written expression is accurate.

3. The authenticity of the contract. Including whether the other party's willingness to perform the contract is sincere and whether the expression of intention is true and consistent.

4. Feasibility of the contract. Including: whether both parties, especially the other party, have the ability and conditions to perform the contract; Expected economic benefits and possible risks; Economic losses that may be suffered when the contract cannot be performed normally.

Article 17 According to the law or actual needs, the contract shall or may be submitted to the higher authorities for approval and filing.

Article 18 The contract approval procedures are as follows:

1, declaration. The client of each enterprise as a legal person shall fill in the contract before signing within the scope of authorization? Contract signing declaration form? (in duplicate), and report to the enterprise leaders for approval. (If the leader verbally agrees to sign the contract first, go through the formalities after signing the contract). If it needs to be submitted to the general manager and chairman for approval, it shall be signed by the enterprise leader and submitted together with the first draft of the contract, relevant materials and accessories.

2. review. The contract submitted for review shall be carefully examined by the competent person or relevant personnel in accordance with the examination and approval authority stipulated in this system, and may be investigated and studied when necessary, and finally made: approval or disapproval; Notify the applicant to submit supplementary materials or further negotiations (specific requirements and precautions for negotiations should be put forward).

Where is the supervisor? Declaration form? After the last batch of opinions, the declaration form? Keep one copy and the first draft of the contract. What about the other copy? Declaration form? Together with other materials returned to the reporting unit, the organizer shall handle it according to the approval opinions.

The above approval procedures are generally 1 to 2 days. Under special circumstances, those who are approved or authorized may not be bound by the examination and approval procedures.

Chapter IV Contract Performance System

Article 19 When a contract is established according to law, it is legally binding. All departments and personnel related to the contract must comply with? Keep the contract and honor the credit? Principle, strictly fulfill the obligations stipulated in the contract, and ensure the full performance and actual performance of the contract.

Article 20 The criteria for establishing a contract shall be based on the terms of the contract or the provisions of the law. If there are no contract terms or legal provisions, the materials should be paid, the project is completed and accepted, the price is settled, and there is no remaining negotiation procedure.

Article 21 Company leaders and contractors shall keep abreast of the performance of the contract, and when they find that the other party cannot perform the contractual obligations, they shall promptly put forward the right of defense and preservation measures for first performance, simultaneous performance and uneasy performance.

Chapter V Contract Alteration and Termination System

Article 22 When an enterprise encounters difficulties in the performance of a contract, it should first make every effort to overcome the difficulties and try its best to ensure the performance of the contract.

If there are insurmountable difficulties in actual performance or proper performance, and it is necessary to modify or terminate the contract, it shall negotiate with the other party within the legal provisions or reasonable time limit.

Twenty-third if the other party proposes to change or terminate the contract, it should be strictly controlled from the perspective of safeguarding the legitimate rights and interests of the enterprise.

Article 24 The modification and dissolution of a contract must comply with the provisions of the Contract Law, and relevant procedures shall be handled in the company.

Article 25 The modification and dissolution of a contract shall be carried out in accordance with the examination and approval authority and procedures.

A contract that has been reported to the competent authority for approval and filing shall be reported to the original approving authority for approval before reaching an agreement on modification or dissolution.

A contract notarized by a notary office must be reported to the notary office for re-notarization before it has legal effect after reaching an agreement to change or terminate it.

Article 26 The modification and dissolution of a contract must be in written form (including letters, telegrams, telex, etc.). Both parties), the oral form is invalid.

Article 27 The original contract shall remain valid and shall still be performed before the agreement to modify or terminate the contract is reached or not approved. However, unless otherwise agreed by both parties under special circumstances.

Article 28. If the interests of the parties suffer losses due to the modification or rescission of the contract, they shall bear corresponding responsibilities, except those exempted by law, except those expressly agreed in the agreement on modification or rescission of the contract.

Article 29. In the name of changing or dissolving the contract, the company shall investigate the economic responsibility of those who abuse power for personal gain, abuse public interests for personal gain or seek personal gain from public interests.

Chapter VI Contract Dispute Settlement System

Article 30 Any dispute arising from the performance of this contract with the other party shall be properly handled in accordance with the Contract Law and other relevant laws and regulations and this system.

Article 31 Contract disputes shall be handled by contracting enterprises. Involving several internal enterprises or departments, the company can negotiate or determine that an enterprise is mainly responsible for handling. The contractor must be clearly responsible for the settlement of disputes.

Article 32 The principles for handling contract disputes are as follows:

1, adhere to the facts as the basis, take the law as the criterion, and the national policies or contract terms shall prevail if there are no provisions in the law.

2. First of all, negotiation is the basic method. After a dispute occurs, friendly consultations should be held with the other party in time, and mutual understanding and accommodation should be made on the basis of safeguarding the legitimate rights and interests of the enterprise and not infringing on the legitimate rights and interests of the other party, so as to reach an agreement and resolve the dispute.

3, disputes caused by the other party's responsibility, should adhere to the principle, to ensure that our legitimate rights and interests are not violated; For disputes caused by our responsibility, we should respect the legitimate rights and interests of the other party, take the initiative to take responsibility, and try our best to take remedial measures to reduce our losses; Disputes arising from the responsibilities of both parties should be realistic, prioritize and solve reasonably.

Article 33 When handling disputes, all enterprises should strengthen contacts, timely ventilate, actively do their due work, do not pass the buck and blame each other, unify their opinions, act in unison and be consistent with the outside world.

Article 34 The scope of handling contract disputes by the Legal Department is:

1, assigned by the board of directors and the general manager;

2. Problems that enterprises cannot solve;

3. Others should be handled by the Legal Department.

Article 35 The procedures for submitting and handling contract disputes are:

1, completed by the organizer? Foreign-related contract dispute declaration form? , according to the provisions of this system for examination and approval.

2, the examination and approval unit according to the situation, in 1 day by the reporting unit is responsible for handling; The legal department is responsible for handling it.

3. With the consent of the competent leader, the Legal Department may submit the contract disputes that cannot be settled through consultation or that are considered necessary to the superior competent authority, arbitration department or people's court for legal treatment.

Article 36 The submission of contract disputes, plus the time for us to negotiate with the other party to resolve the disputes, shall be conducted within the time limit prescribed by law, and sufficient time must be considered to apply for arbitration or litigation.

Article 37 Where a contract dispute is handled by the Legal Department, the relevant enterprise must provide the following evidential materials (original or photocopy) on its own initiative;

1, the text of the contract (including the agreement to modify or terminate the contract) and the attachments, documents, telegrams, charts, emails and faxes related to the contract;

2, delivery, delivery, consignment, acceptance, invoices and other related documents;

3, payment acceptance, delivery documents, related financial accounts;

4, product quality standards, samples or appraisal report;

5. Evidence of breach of contract;

6. Other materials related to dispute settlement.

Article 38 If both parties reach an agreement on a contract dispute through consultation, they shall sign a written agreement, which shall be signed by the representatives of both parties and stamped with the official seals of both legal persons or special seals for the contract.

Article 39 All enterprises shall, after the contract comes into effect, make several copies of the agreement signed by both parties to settle contract disputes, the conciliation statement and arbitration statement of the superior competent authority or arbitration institution, and send them to the departments concerned with dispute settlement and performance respectively, and each department shall have a special person to be responsible for the performance of the documents.

If the other party fails to implement the relevant provisions in the above-mentioned documents at the expiration of the prescribed time limit, the undertaker shall report to the competent leader and the Legal Department in time.

Fortieth if the parties fail to perform the legally effective conciliation statement, award or judgment within the time limit, the legal department shall cooperate with all units to apply to the people's court for compulsory execution.

Article 41 Before submitting an application for execution to the people's court, the relevant unit shall carefully check the execution of the other party to prevent errors.

If a settlement agreement is reached during the execution, an agreement shall be concluded and handled in accordance with the provisions of the agreement.

Article 42 After the settlement or execution of a contract dispute is completed, the relevant units shall be notified in time, and relevant materials shall be summarized and filed for future reference.

Chapter VII Contract Management System

Article 43 The main responsibilities of establishing a contract management leading group (committee) are:

1. Implement the Contract Law and relevant laws and regulations, and organize the study and training of relevant personnel.

2. Formulate contract management rules and regulations and implement them.

3. Be responsible for the signing, performance, alteration, transfer and termination of various contracts, and review major contracts signed by enterprises.

4. Review contracts, establish contract accounts and files, manage contract texts, special seals for contracts and power of attorney, and conduct contract statistics and statistical analysis.

5. Decide on contract evaluation, review, approval, registration and consultation; Decide on contract conclusion, contract verification, contract reminder and contract termination; Decide on matters such as contract guarantee and mortgage.

6. Coordinate the internal and external contract relations of the unit, solve contract problems and handle contract disputes.

7. Leadership development? Keep the contract and honor the credit? Activities.

8. Carry out contract research activities.

Article 44 Contract administrators and their responsibilities

1, the contract administrator should have a certain cultural level and language ability, have the corresponding knowledge of contract laws and regulations, understand business and management, and work carefully.

2, the contract administrator in addition to their own learning, to deal with the relevant business personnel contract knowledge training, the implementation of the system of certificates.

3. Participate in contract negotiation and review. Conclude, modify and terminate the contract according to the entrustment.

4. Check the conclusion and performance of the contract, notarize the contract and register the collateral.

5. Manage the contract text, contract special seal and legal person power of attorney, and use them as required. Register the account, fill in the statistical report and establish the contract file. Register and keep the written and documentary materials related to the contract.

6. Clean up debts, recover arrears, and participate in arbitration and litigation activities.

7. When the contract manager is transferred, he should go through the formalities of file transfer carefully, and leave after the consent of the leader.

Article 45. The company implements a hierarchical management and professional centralized management system, a legal person power of attorney system, a special seal for contracts system and a basic management system.

Article 46 the legal person entrustment system

The main duties of the legal person client are:

1. Be responsible for contract negotiation and signing within the scope of authorization, and neither violate the rules or exceed the authority, nor passively push the commission;

2. Be responsible for the legality, integrity and feasibility of the signed contract;

3. For the contract that needs to be reported to the superior leader for examination and approval, go through the declaration procedures, put forward my opinions and be responsible for them;

4. Be responsible for the full performance of the signed contract, report the problems found in the performance immediately, and actively try to solve them, and be responsible for handling contract disputes or assisting relevant departments;

5. Be responsible for keeping all the information of the contract I signed; After the completion of the contract, the materials shall be submitted for the record immediately.

Article 47 A power of attorney may be issued to a legal person who meets the following conditions:

1, good character and thought. Consciously abide by national laws and policies, and abide by the company's rules and regulations; Can resist corrosion, corruption, bribery and self-interest.

2. Good business job. Familiar with my job, able to complete my business work well, and focus on the interests of the company, choose the best contract, strictly perform the contract, save money, increase income, achieve certain results, and have no problems left over.

3. Strong legal awareness. Seriously study the contract law and other economic laws and regulations, and initially master and apply relevant laws and regulations.

Article 48 The company shall decide the establishment and quantity of corporate clients according to the actual situation of each department and its subordinate companies and enterprises. The specific candidates are determined by each unit, and the legal person power of attorney can only be obtained after passing the training and examination. The client shall effectively represent himself within the scope of authorization.

Article 49 The power of attorney of a legal person shall be properly kept to prevent loss. Generally, one entrustment is carried out, and it is not allowed to lend the legal person's power of attorney to the legal person or use it as other proof, otherwise the corresponding responsibility will be investigated.

Article 50 the system of special seal for contracts. The seals stamped by the company and its subordinate enterprises when signing contracts with foreign countries, except the official seals of all enterprises, shall all use the company's unified numbered special seal for contracts, and other seals are not allowed to replace them. Otherwise, the financial department has the right to refuse to go through the settlement procedures, and the resulting responsibilities shall be borne by the relevant personnel, and penalties may also be imposed.

Article 51 The special seal for the contract shall be uniformly engraved, numbered and distributed by the company; It is strictly forbidden for anyone to engrave or use it privately.

Article 52 The special seal for contracts shall be used in strict accordance with the scope of authorization, and shall not be mixed, substituted or borrowed.

Article 53 The special seal for a contract shall be properly kept. If it is lost, it should be declared invalid in the newspaper immediately, and the economic and administrative responsibilities of the relevant personnel should be investigated.

Article 54 Contract document management system

1. The management of contract files should be standardized, scientific and unified.

2. Establish contract files. Each contract must have a number, which cannot be repeated or omitted. Each contract, including the original, copy and annex, the signing record of the contract text, the record of contract performance in batches, and the agreement (including documents and telex, etc.). If the contract is changed or terminated, it shall be properly kept.

3. The contract documents shall also include: the contract text; Registration of the use of special seal for contract; Authorized registration; Contract study and training; Assistance records; Abide by contracts and credit records; Contract dispute files, etc.

4. The contract files should be managed by microcomputer, but they must be combined with machine-readable and written records.

5. The contract documents shall be bound into volumes, one for each file, and managed by special personnel for future reference.

6. Access to contract documents must be approved and registered.

Article 55 Contract accounting system

1. Contract account includes contract registration account, contract inspection account, contract statistics account, contract laws and regulations study and training account, contract special seal use account, contract text collection registration account and power of attorney use registration system.

2. Establish a contract account, aiming at managing the production and operation behavior of the unit through contract management, so that decision makers can understand the production and sales situation of the enterprise.

3. The comprehensive contract management department shall establish and improve the contract summary account according to the contract category, and the competent unit (department) shall establish and improve the classified account.

4. Establish a contract management account. Enterprises should establish contract classification accounts and contract master accounts according to different types of contracts.

5. Each enterprise must set up a master account. Its main contents include: serial number, contract number, agent, signing date, contract object, price, counterparty, performance and remarks. The account should be filled in daily, so as to be accurate, timely and complete.

6. Fill in? Monthly contract status report? . Each enterprise shall fill in the report of last month before the 5th of each month and submit it to the general manager, and send a copy to the Planning and Finance Department and the Legal Department.

Article 56 Contract management reward and punishment system

One, who made one of the following achievements in contract signing, review, performance and contract standardization management system, give praise and reward to the relevant departments and personnel:

1, in the process of contract conclusion, review and performance, work conscientiously and responsibly, strive for greater benefits for the unit, and avoid or recover economic losses;

2. Achievements in contract management were rated as advanced by relevant departments;

3, in the contract management work, put forward reasonable suggestions, for enterprises to enhance greater efficiency, save more money, avoid or recover economic losses;

4. Recover the arrears and claim successfully. In the arbitration or litigation of the contract, he won the case because of his own work;

5. Dare to report and expose other people's illegal behaviors such as using contracts to pay bribes and seek personal gain.

Two, where one of the following circumstances departments and personnel, depending on the circumstances given administrative sanctions, economic compensation until criminal responsibility;

1, blindly signing the contract, causing losses;

2. Signing, changing or canceling the contract without authorization, resulting in losses;

3. Irresponsible work, failure to perform the obligations stipulated in the contract, failure to accept, inquire and feedback information, resulting in the loss of the right of defense, cancellation, subrogation and victory;

4. Irresponsible work, the other party does not report or investigate the liability for breach of contract, secretly provides inside information to the other party and accepts bribes, causing losses to the enterprise;

5. There is fault liability; Concluding an invalid contract; Concluding a contract due to gross misunderstanding and malicious collusion, which harms the interests of the state and the collective; Seriously irresponsible, cheated.

2009 1 month 19

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