Labor Contract - Shanghai Ctrip Commerce Co. Ltd.
TRANSLATION
LABOR CONTRACT
Shanghai Ctrip Commerce Co., Ltd. (hereinafter referred to as "Party A")
and
Name of Employee:__________ Identification Card No.: ___________
(hereinafter referred to as "Party B")
hereby execute this Contract in accordance with the applicable provisions of
"The Labor Law of the People's Republic of China" and other laws and regulations
on the basis of equality, voluntariness and consensus.
Article 1
Term of Contract and Probation Period
1. The term of this Contract shall be __ years __ months, from dd mm
yy to dd mm yy, during this: there shall be a probation period of
___ years ___ months, from dd mm yy to dd mm yy.
2. This Contract shall take effect on the day Party B actually
commences work for Party A.
3. During probation period, Party A shall perform a performance
review on Party B, and shall decide whether to formally hire Party
B based on Party B's work performance and capabilities. The
probation period shall end upon notice from Party A of Party B's
formal hiring, and Party B shall become Party A's formal employee.
In the event that Party A does not believe that Party B fully
meets hiring conditions, Party A may extend the probation period
in accordance with applicable rules. During the probation period,
in the event that Party A does not believe that Party B meets
hiring conditions and decides not to hire Party A, this Contract
shall be terminated automatically.
4. On the day Party B reports to work, Party B shall provide Party A
with the labor certificate or relevant severance certificates
[from Party B's previous employer]. In the event such proof is not
provided within half a month, Party B must have a reasonable
application and may get an extension only after Party A gives
consent, and said extension shall not exceed one month. In the
event that Party B fails to provide relevant proof within the
prescribed timeframe, this Contract shall be automatically
terminated.
Article 2
Job Post and Job Duties
1. Party B shall hold the position of ___ with the department of
____. Party B shall complete his work according to the job duties
defined by Party A.
2. Party A may change Party B's job due to Party A's business need or
due to Party B's capabilities or performance. Party B shall have
the right to make his
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EXHIBIT 10.3
TRANSLATION
own comment, but shall comply with Party A's work arrangements,
and shall complete the procedures for change according to the
rules.
Article 3
Work Conditions and Labor Protection
1. Party A shall implement a 40-hour work week system. Due to
business needs, management, sales and service departments, etc.,
shall implement an irregular work system or comprehensive work
hour system.
2. In the event that Party A needs Party B to work overtime due to
business needs, Party A may provide makeup breaks or compensation.
3. Party A shall provide Party B with a work environment and labor
protection measures consistent with the requirements of the
Chinese Government.
Article 4
Compensation
1. In accordance with the current salary system of Party A, Party B's
total monthly salary shall be RMB____. At the end of the probation
period, Party B's monthly salary shall be issued in the following
manner.
a. The base amount shall be RMB___ , of which ___% shall be the
performance review bonus, which shall be issued after being
floated according to Party A's performance review system.
b. The salary shall be RMB___, plus a bonus. The bonus shall be
issued in accordance with relevant requirements of Party A.
2. Party A shall issue the salary for the previous month on the 10th
of each month.
3. Party B's personal income adjustment tax shall be borne by Party B
himself, and shall be withheld by Party A.
4. Party A may pay Party B a certain amount of subsidies and bonuses
depending on the business operating status and Party B's work
performance.
5. In the event that Party A implements a new salary system, adjusts
salary levels or in the event that Party B's duty post and
position is changed, Party A may make an adjustment to Party B's
salary in accordance with the relevant rules.
Article 5
Labor Insurance, Welfare and Benefits
1. Party shall pay relevant social insurance to designated
authorities on Party B's behalf in a timely manner in accordance
with government requirements.
2. Party B shall be entitled to legal holidays specified by the
Chinese Government, as well as paid leaves, such as annual
vacations, marital leave, bereavement leave and maternity leave,
etc.
3. During Party B's employment with Party A, in the event of Party
B's sickness or non-job related injuries, Party B shall set Party
B's medical leave in accordance with government requirements.
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TRANSLATION
Article 6
Labor Discipline
1. Party B shall strictly comply with the various rules and
regulations prepared by Party A in accordance with law.
2. In the event that Party B has complied with rules and regulations
in an exemplary manner or in the event that Party B has violated
such rules and regulations, Party A shall reward and discipline
Party B, as the case may be.
Article 7
Termination of, Changes to, Renewal and Dissolution of Labor Contract
1. Upon the occurrence of any one of the following circumstances,
this Labor Contract shall be terminated:
a) The expiration of this Labor Contract;
b) Party A has been declared bankrupt in accordance with law;
c) Party A has been dissolved or revoked in accordance with law;
d) Party B's retirement, severance or death;
e) Other circumstances specified by laws and regulations;
2. This Labor Contract may be terminated upon consensus between
Party A and Party B;
3. Upon its expiration, this Labor Contract may be renewed upon
mutual agreement between Party A and Party B;
4. Due to change of products, adjustment to business operations or
due to policy adjustments and other changes of circumstances,
Party A may change the relevant contents of this Contract and
complete the procedures for such changes;
5. Party B may terminate this Labor Contract at any time upon the
occurrence of any one of the following circumstances:
a) Party B is in the probation period;
b) Party A forces Party B to perform labor through force, threat
or illegal restriction on Party B's personal freedom;
c) Party A fails to pay labor compensation or provide work
conditions;
d) Upon confirmation by labor protection and labor health
oversight authorities, Party A's work safety and health
conditions do not meet the standards of laws and regulations;
6. Party B must give Party A 30 days of written notice when it
requests termination of this Labor Contract. In the event that any
special provisions have been covenanted regarding the deadline for
advance notice, the requirement for such a prescribed deadline
shall be met.
7. Upon the occurrence of any one of the following circumstances,
Party A may terminate this Labor Contract, but must give Party B
30 days of written notice:
a) In the event that Party B becomes sick or suffers non-work
related injuries, after Party B's medical leave has ended,
Party B still has not
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EXHIBIT 10.3
TRANSLATION
recovered, or although Party B has recovered, Party B cannot
perform the work on the original duty post or any other work
arranged by Party A;
b) Party B is incompetent, and still remains incompetent even
after training or even though Party B's duty post has been
adjusted;
c) There have been major changes to in objective circumstances
used as the basis for the execution of this Labor Contract,
rendering it impossible to perform the original Labor
Contract, and the parties are still not able to reach an
agreement on changes to this Labor Contract after their
consultations;
8. Party B may terminate this Labor Contract at any time upon the
occurrence of any one of the following circumstances on Party B's
part:
a) Party B proves that Party A has not met the hiring conditions
during the probation period;
b) The cumulative number of days of Party B's absence without
leave and leave exceeds the number of days allowed by Party A;
c) Party B seriously violates the labor discipline or the rules
and regulations of the company;
d) Party B neglects his duty and is engaged in malpractice for
personal gains, causing substantial loss to Party A;
e) Party B is held criminally liable in accordance with law; and
f) Other circumstances specified by laws and regulations.
9. The performance of this Labor Contract shall be suspended upon the
occurrence of any one of the following circumstances:
a) Party B is drafted into military service or performs other
legally mandated obligations specified by the state;
b) Party B is temporarily unable to perform the obligations under
this Labor Contract, but there are still conditions and
possibilities for the employee to continue to perform them;
and
c) Other circumstances set forth by laws and regulations or
covenanted by this Labor Contract.
Article 8
Liabilities for Breach of This Labor Contract
1. Upon the termination, dissolution of this Labor Contract or upon
the occurrence of liability for breach of same, legal liabilities
shall be undertaken in accordance with the applicable provisions
of the "Labor Law" and state laws and regulations. In the event
that any economic losses or damages have been caused to the other
party, liabilities for damages shall be in accordance with law.
2. In the event that when Party A terminates this Contract in
accordance with Section 7, Article 7, and Party B terminates this
Contract in accordance with Section 7, Article 7 and Clause 2,
Section 2, Article 9, if no advance notice is given in accordance
with the prescribed requirements or if advance notice is
insufficient, compensation shall be paid at the number of
deficient days multiplied by the average number of days of Party
B's actual monthly salaries.
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EXHIBIT 10.3
TRANSLATION
3. When Party B is engaged in professional and technical work or has
access to Party A's trade secrets or in the event Party B
terminates this Contract in violation of Clause a, Section 2 and
Section 3 Article 9 during the period of required service, Party B
shall be liable for breach of contract and pay a penalty
equivalent to three months' salaries.
4. In the event Party B has received training funded by Party A and
terminates this Contract in violation of Clause a to Clause e,
Section 8, Article 7 during the period of required service, Party
B shall compensate Party A for the training fee, which shall be
decreased by the year in accordance with the applicable state
requirements.
Article 9
Other Matters Covenanted By the Parties Through Consultations
1. Confidentiality
a) Party A maintains a strict policy on confidentiality. Any
violation by Party B of the confidentiality rule shall be a
serious violation of this Contract. Upon severance, Party B
shall not photocopy, take away or disclose in any manner any
documents or information belonging to Party A, and shall
maintain trade secrets for Party A.
2. Denial of Access to Secrets
a) Party B shall maintain trade secrets for Party A. Relevant
workers who engage in professional and technical work or who
have access to trade secrets shall give Party A three months
of written notice when they request termination of their labor
contracts. During this time, Party A may take corresponding
measures to deny access to secrets.
b) During Party B's denial of access to secrets, Party A shall
have the right to adjust Party B's duty post, and may adjust
Party B's duty post salary based on the current duty post.
3. The Required Service Period
a) In the event that Party A has spent funds to hire Party B, has
provided training or other special treatment to Party B, Party
A may covenant a required service period with Party B.
b) In the event that Party B terminates this Labor Contract
during the required service period, Party B shall give Party A
two months written notice, and shall compensate Party A in
accordance with relevant requirements. At the same time, Party
A may adjust Party B's duty post.
4. Non-competition
a) Party B agrees not to be hired by another company without
approval during the term of this Contract.
b) Party B agrees not to engage in direct or indirect business
contact with Part A and the affiliates thereof without
approval for one year after the termination of this Contract;
shall not engage in actions in competition with Party A and
the affiliates thereof or engage in business of a similar
nature in any manner, and Party A shall provide corresponding
compensation.
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EXHIBIT 10.3
TRANSLATION
5. Intellectual Property: Party A shall own the rights to all
intellectual property created by Party B relating to Party B's
employment during the service period, including inventions,
creations, all patents, copyrights and other intellectual
properties.
6. Other Covenants
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Article 10
For matters not covered by this Contract, decisions shall be made by reference
to applicable provincial and local laws, regulations and policies, as well as
the system of the company. In the absence of specific rules, such matters shall
be resolved by Party A and Party B through friendly consultations.
Article 11
In the event that the provisions of this Contract contravene applicable
provincial laws, regulations and policies, applicable provincial laws,
regulations and policies shall control.
Article 12
This Contract shall be in duplicate copies, with one copy for each of the
parties, and shall take effect upon affixation thereto of the signatures and
seals of the parties.
Party A (Seal)
Shanghai Ctrip Commerce Co., Ltd.
Signature of Authorized Representative: Date: dd mm yy
Party B's signature: Date: dd mm yy