法律顾问合同协议书英

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文件编号TT-00-PPS-GGB-USP-UYY-0089

Beijing YingKe Law Firm

CONTRACT ON RETAINING LEGAL COUNSEL

Party A:

Address:

Telephone:

Fax:

Party B: Beijing YingKe Law Firm

Address: 6th Floor, Tower C, Dacheng International

Center, No. 76, East 4th Ring Middle Road,

Chaoyang District，Beijing, 100124 Telephone:

Fax:

Party A would like to retain Party B as its legal counsel, according to " Law on Legal Counsel of the People's Republic of China" The two parties through consultation hereby agree upon, and shall be bound by, the following terms:

Article Ⅰ

Party A will designate 【】, as the lawyer employed by B, to work as A's legal counsel. 【】 will provide legal assistance and protect A's interests vested by law. Article Ⅱ Party B’s scope of responsibility

ⅰ.Answer questions on legal issues from Client and give opinions or any advice on such issues;

ⅱ. Upon the client’s request, Party B shall participate in commercial negotiations, in which Client is a party,

and be concerned with drafting, modification,

reviewing and examination of the legal documents

such as contracts and agreements or preparing legal documents that is needed in the negotiations;

ⅲ. Provide economic and legal informa tion pertain to the business operation of the client;

ⅳ. Represent the client in the litigation of criminal, civil, economic and administrative cases; offer strategic legal advice in litigation and arbitration as a legal advisor, preventing or negating legal risk；

ⅴ. Help to set up and organize files of legal documents and alarm any legal risk;

ⅵ.Render legal consultancy for business operation and management of client;

ⅶ. Participate in important economic activities of client, offering all follow up services if necessary;

ⅷ. Provide legal documents such as legal opinion, lawyer’s advice, lawyer’s testimony and lawyer’s letter etc;

ⅸ. Credibility investigation upon request: investigation on the entity qualification, business registration, legal

status, true identity, background, status quo of

business operation and management and assets

status of the cooperation partners and clients of client;

ⅹ．Upon Client’s request, Party B should research, gather and explain any related law, rules, and

regulations, and provide practical operational

guidelines for the clients;

xi. Party B may sign, send and deliver legal documents with the authority of the clients;

xii. Other services after negotiation and agreement by the two parties.

Article Ⅲ Party A’s Obligations

ⅰ. Party A shall provide convenience to legal counsels appointed by Party B and specially appoint a person to keep regular contact with the counsels of Party B;

ⅱ.?Party A shall offer chances to the counsels appointed by Party B for attending client’s business meetings that are concerned in order that Party B can render

better legal services;?

ⅲ. Party A should comprehensively, objectively provide information, materials and/or documents regarding

the legal affair to Party B within a reasonable time;

ⅳ. Party A has the responsibility to make independent judgments and decisions. Party B shall not be

responsible for any loss incurred by Party A that is not caused by the negligent advice of Party B.