非专利技术转让合同(98)

　　　　　　39.2.3　upon receipt of the notice of termination under article 39.2.1or article 39.2.2 above， the supplier shall either immediately or uponsuch date as is specified in the notice of termination:
　　　　　　　　（a）cease all further works， except for such work as the buyer mayspecify in the notice of termination for the sole purpose of protectingthat part of the works already executed; and
　　　　　　　　（b）terminate all sub-contracts， except those to be assigned to thebuyer pursuant to paragraph （d）below; and
　　　　　　　　（c）deliver to the buyer the parts of the works executed by thesupplier up to the date of termination; and
　　　　　　　　（d）to the extent legally possible assign to the buyer all right，title and benefit of the supplier to the works and in the equipment as atthe date of termination， and， as may be required by the buyer， in anysub-contracts concluded between the supplier and its sub-contractors; and
　　　　　　　　（e）deliver to the buyer all drawings， specifications and otherdocuments prepared by the supplier or its sub-contractors as at the dateof termination in connection with the works.
　　　　　　39.2.4　the buyer may expel the supplier from the contract plant andthe buyer may complete the works itself or by employing any third party.
　　　　　　39.2.5　subject to article 39.2.6 below， the supplier shall be entitledto be paid the contract price attributable to the works executed as at thedate of termination and the costs， if any， incurred in protecting theworks. any sums due to the buyer from the supplier accruing prior to thedate of termination shall be deducted from the amount to be paid to thesupplier under this contract.
　　　　　　39.2.6　if the buyer completes the works， the cost of completing theworks by the buyer shall be determined.
　　　　　　if the sum which the supplier is entitled to be paid pursuant toarticle 39.2.5 above， plus the reasonable costs incurred by the buyer incompleting the works exceeds the contract price， the supplier shall beliable for such excess.