Standard Technical Non-Disclosure Provisions in Chinese Employment Agreements
PRC technical non-disclosure provisions demand explicit technical schedules, notarized evidence preservation, and mandatory non-compete payout interlocks.
Dual Language Contract Hierarchy
Meaning
Clause in a cross-border agreement that determines which linguistic version of the document prevails in the event of a discrepancy. Interpretation rules are necessary for multi-jurisdictional commerce. Dual language contract hierarchy provides the rule of interpretation for agreements drafted in both Chinese and a foreign language.
It identifies the controlling version to be used by judges or arbitrators during a dispute. This clause prevents conflicting interpretations that arise from translation nuances or technical terminology.
Drafting Standard
International firms usually specify that the English version takes precedence for internal consistency. However, a dual language contract hierarchy must account for the fact that Chinese courts and government agencies prefer or require the Chinese text for official filings. Local authorities might ignore the hierarchy if the Chinese version is necessary for tax or customs clearance.
Interpretive Risk
Inconsistencies often appear in definitions of force majeure or liability limits. Using a dual language contract hierarchy allows the parties to agree on a single source of truth before a conflict arises. Translation errors are mitigated by assigning a primary language at the outset.
Judicial Treatment
People’s courts generally respect the choice of language specified by the parties. If the dual language contract hierarchy is missing, the court may look at the intent of the parties or the language used during negotiations. This often leads to unpredictable outcomes in local litigation.