Lawyer Jia Runlian represents Shanghai XX Design Institute in a contract dispute case
[Lead Lawyer: Jia Runlian] Shanghai XX Design Institute accepted a commission from Shenzhen XX Investment Company to undertake interior and exterior decoration design for Shenzhen XX Haoting, including concealed works such as wind, water, electricity, and fire protection. After fulfilling obligations and completing 60% of the total contract design, the client sued the design institute, demanding the return of design fees of 201,000 yuan, payment of liquidated damages of 292,500 yuan, and assumption of court costs. The first-instance court found the design institute in breach for "delayed performance" and unauthorized "subcontracting of wind, water, and electricity design to others," ordering the return of 201,000 yuan in design fees, payment of 52,500 yuan in liquidated damages, and assumption of 9,913 yuan in court costs. In 2005, the design institute appealed. Lawyer Jia, in her representation, fully and forcefully demonstrated the design institute's compliance and the other party's breach based on facts and legal principles. The second-instance court fully supported Lawyer Jia's legal opinions, ruling that Shenzhen XX Investment Company was in breach. Lawyer Jia's successful representation saved the design institute over 500,000 yuan in losses. This judgment is often cited as a precedent in other cases.
(Attached: Shenzhen Intermediate Court Judgment and Lawyer Jia's Representation)
Intermediate People's Court of Shenzhen City, Guangdong Province
Civil Judgment
(2005) Shen Zhong Fa Min Er Zhong Zi No. 788
Appellant (original defendant) Shanghai XX Architectural Design Firm, domiciled at Room XX, Building XX, No. XX, Panyuan Road, Baoshan District, Shanghai.
Responsible person Liu XX, managing partner.
Authorized agent Jia Runlian, lawyer of Guangdong Zhiming Law Firm.
Agent Chen XX, legal assistant of Guangdong Zhiming Law Firm.
Appellee (original plaintiff) Shenzhen XX Investment Co., Ltd., domiciled at Rooms XXXX and XXXX, XXXX Building, Renmin South Road, Shenzhen.
Legal representative Song XX, Chairman of the Board.
Agent Wang XX, legal counsel of Shenzhen XX Enterprise Co., Ltd.
Agent Jiang XX, legal counsel of Shenzhen XX Enterprise Co., Ltd.
Original defendant Liu XX, managing partner of Shanghai XX Architectural Design Firm.
The original defendant Zhang XX, a partner of Shanghai XX Architectural Design Firm.
The original defendant Wang XX, a partner of Shanghai XX Architectural Design Firm.
The original defendant Pan XX, a partner of Shanghai XX Architectural Design Firm.
The joint authorized representative of the above four original defendants, Ye XX, an employee of Shanghai XX Architectural Design Firm.
The appellant, Shanghai XX Architectural Design Firm (hereinafter referred to as XX Design Firm), appealed against the civil judgment (2004) Shen Luo Fa Min Er Chu Zi No. 1796 of the Shenzhen Luohu District People's Court regarding a dispute over a design contract with the appellee, Shenzhen XX Investment Co., Ltd. (hereinafter referred to as XX Company), and the original defendants Liu XX, Zhang XX, Wang XX, and Pan XX. After accepting the case, this court formed a collegial panel in accordance with the law to hear the case. The trial of this case has now concluded.
The original court found through trial that XX Design Firm is a partnership enterprise, with partners including Zhang XX, Pan XX, Wang XX, Liu XX, among others. On January 15, 2003, XX Company and XX Design Firm signed the "Interior Decoration Design Contract," stipulating that XX Company entrusted XX Design Firm to design the interior and exterior decoration of the leisure center on the 1st to 4th floors of XX Haoting in Shenzhen. The design scope included interior decoration design, interior air conditioning, water supply and drainage, strong and weak current fire protection, and construction drawing design, among others. The design period was seventy-five working days, from January 15, 2003, to March 31, 2003. The total design fee and construction technical coordination fee amounted to RMB 750,000. If XX Design Firm failed to meet the contract requirements or complete the design within the agreed period, a penalty of three-thousandths of the total design fee would be imposed for each day of delay, but the delay period could not exceed fourteen days. Otherwise, XX Company could terminate the contract, and XX Design Firm would refund all fees. If XX Company failed to pay on time, and after written reminder and an extension period from XX Design Firm, XX Company still did not pay, XX Design Firm could terminate the contract, among other provisions.
After the contract was signed, Company XX paid the first installment of design fees of RMB 201,000 to Design Institute XX as agreed. Design Institute XX delivered the floor plan to Company XX on January 25, 2003. On March 16 of the same year, Company XX and Design Institute XX held a meeting, and the meeting minutes recorded that the large-area functional layout had been preliminarily confirmed on February 25, allowing the next design phase to proceed, with Design Institute XX still required to make further modifications and improvements based on Company XX's needs and actual conditions. At the meeting, Company XX requested Design Institute XX to produce color renderings and to complete construction drawings for concealed works such as ventilation, water, electricity, and air conditioning within one month. On March 25 of the same month, Design Institute XX issued a design plan to Company XX, planning to submit the decoration renderings by April 10, ventilation, water, electricity, and fire protection drawings by April 16, floor, ceiling, and partition wall drawings by April 20, and elevation construction drawings by May 10. However, Design Institute XX only submitted the decoration renderings on April 12, and the ventilation, water, electricity, and fire protection drawings on April 22, while the floor, ceiling, and partition wall drawings and construction drawings were not submitted. On April 26, Company XX sent a letter to Design Institute XX, requesting the prompt delivery of drawings in accordance with the design points specified in the contract. On June 18 of the same year, Company XX notified Design Institute XX in writing to terminate the contract. During the trial of this case, Design Institute XX did not submit evidence to prove that it had completed the floor, ceiling, and partition wall drawings, and admitted that it had transferred the ventilation, water, electricity, and fire protection drawings to others for design.
The court of first instance held that this case is a dispute over a contract for work. The "Interior Decoration Design Contract" signed by Company XX and Design Institute XX reflected genuine intentions, complied with legal provisions, and was a valid contract binding on both parties. Without Company XX's consent, Design Institute XX transferred the design of important components—ventilation, water, electricity, and fire protection drawings—to others, violating its contractual obligations as the contractor. During the performance of the "Interior Decoration Contract," Company XX and Design Institute XX changed the delivery date of the work results, and Design Institute XX failed to deliver the work results on time, constituting a breach of contract. Company XX's request to terminate the contract, refund the design fees, and pay liquidated damages on the grounds of unauthorized subcontracting and delayed performance was justified and supported, but the calculation period for liquidated damages should not exceed 14 days. Design Institute XX is a partnership, and the other four partners, Zhang XX, Pan XX, Wang XX, and Liu XX, should bear joint and several liability for the debts of Design Institute XX. Pursuant to Article 64 and Article 128 of the Civil Procedure Law of the People's Republic of China, and Article 94(3), Article 114, and Article 253(1) of the Contract Law of the People's Republic of China, the judgment is as follows: 1. The "Interior Decoration Design Contract" signed by Shenzhen XX Investment Co., Ltd. and Shanghai XX Architectural Design Institute is terminated; 2. Shanghai XX Architectural Design Institute shall refund the design fee of RMB 201,000 to Shenzhen XX Investment Co., Ltd. within ten days from the effective date of this judgment; 3. Shanghai XX Architectural Design Institute shall pay liquidated damages of RMB 52,500 to Shenzhen XX Investment Co., Ltd. within ten days from the effective date of this judgment; 4. Zhang XX, Pan XX, Wang XX, and Liu XX shall bear joint and several liability for the above debts of Shanghai XX Architectural Design Institute; 5. Other claims of Shenzhen XX Investment Co., Ltd. are dismissed.
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Appellant Design Institute XX, dissatisfied with the first-instance judgment, appealed to this court, arguing: 1. The first-instance judgment's findings of fact were unclear. The first instance erroneously found that "the appellant, without the appellee's consent, transferred the design of ventilation, water, electricity, and fire protection drawings to others." First, according to operational procedures and design department regulations, the design of ventilation, water, electricity, and fire protection drawings should only commence after the renderings are confirmed. In this case, the appellee, due to the SARS outbreak, no longer wished to proceed with the project and deliberately failed to approve the appellant's renderings, while requesting the appellant to design construction drawings and ventilation, water, electricity, and fire protection drawings. To maintain the cooperative relationship but avoid delaying the design process, the appellant, with the appellee's consent, collaborated with other units to produce sketches for the ventilation, water, electricity, and fire protection drawings, which were never actually applied. Thus, the appellee's grounds for terminating the contract are invalid. Second, the appellant is a qualified professional design firm approved by the Ministry of Construction. In specific design projects, some specialties require joint design, such as the ventilation, water, and electricity involved in this case. The appellant lacked the qualification for these designs, but according to design department regulations, joint design with qualified units is permissible, and this was agreed upon by the appellee when the contract was signed. Therefore, the first instance erroneously treated the appellant's collaboration with others on ventilation, water, and electricity as subcontracting and found the appellant in breach. 2. The first instance found that the appellant delayed performance of contractual obligations and should bear liability for breach, which lacks factual basis. According to the operational procedures for architectural decoration design, any decoration design must first involve floor plan design, then renderings based on the floor plan, and only after the renderings are confirmed can construction drawings be designed. In this case, when the appellant designed the floor plan for the appellee, the appellee repeatedly modified and replaced the drawings and design concepts, making it difficult to finalize the floor plan. The appellant subsequently produced over ten renderings for the appellee. According to the oral agreement between the parties, the time for the appellee to review the drawings was not counted in the contract's working days. Therefore, the first instance, without clarifying the facts, erroneously determined that the appellant failed to deliver work results within the agreed time, which is inconsistent with the facts and thus erroneous. In summary, the failure to perform the design contract was caused by the appellee. The first-instance judgment's finding that the appellant breached the contract is invalid. The appellant requests the annulment of the judgment and dismissal of the appellee's claims.
During the second-instance investigation by this court, Appellant Design Institute XX supplemented its appeal grounds as follows: According to the contract, after the renderings were produced, based on the payment schedule in the contract, the appellee should have paid an additional RMB 134,000. The appellant believes that the appellee had confirmed the renderings but failed to pay this portion of the fee, constituting a prior breach.
Appellee Company XX responded in its defense: 1. The appellant's view that "the first instance erroneously found that the water supply and electricity drawings were entrusted to others for design" is incorrect. 2. Based on the clear performance timeline specified in the contract and the facts established in the first instance, it can be determined that the appellant's submission of drawings exceeded the contractually agreed time by more than 14 days, satisfying the conditions for the appellee to terminate the contract. The appellee requests the second-instance court to uphold the original judgment.
The statements of the original defendants Liu XX, Zhang XX, Wang XX, and Pan XX were consistent with the appeal opinion of Design Institute XX.
Based on the facts ascertained in the first instance, this court supplements the findings as follows:
I. Article 3 "Design Key Points" of the "Interior Decoration Design Contract" signed by Company XX and Design Institute XX on January 15, 2003 stipulates: 1. Functional layout shall be reasonable, space shall be utilized scientifically, the possibility of space utilization shall be fully considered, and the distribution proportions of various service areas shall be suitable for business requirements; 2. The theme shall be prominent, the decoration style unique, with cultural and artistic atmosphere, distinguishing it from similar business venues in Shenzhen and domestically; 3. The entrance lobby shall be luxurious and grand, with reasonable pedestrian flow arrangement, and vertical pedestrian transportation shall fully consider the use of escalators; 4. Supporting facilities such as air conditioning, water treatment, natural gas, and electrical design shall be reasonable, aiming to save energy and reduce operational costs; 5. Selection of decoration materials shall achieve decorative effects while considering cost reduction and investment minimization; 6. Selection of furniture, artworks, and other accessories shall highlight a unique style to achieve aesthetic spatial decoration; 7. Air conditioning and electrical lighting design shall fully consider control based on pedestrian flow.
Article 7 "Total Fees and Payment Methods" of the contract stipulates: 1. Company XX shall pay a total design fee and construction technical cooperation fee of 750,000 yuan, including 670,000 yuan for interior and exterior decoration design fees and 80,000 yuan for construction technical cooperation fees; 2. Before design, 201,000 yuan shall be paid within 7 working days from the date of contract signing, 134,000 yuan after Company XX confirms the design plan, 201,000 yuan upon completion of construction drawing design, and the remaining 134,000 yuan shall be paid within 7 working days after the project passes completion acceptance and the as-built drawings are handed over to Company XX; the cooperation fee shall be paid monthly according to the design project construction progress.
Article 9 "Party B (Design Institute XX) Responsibilities" Clause 7 stipulates: Design Institute XX shall design in accordance with national and Shenzhen interior decoration standards; Clause 9 stipulates: Design Institute XX guarantees it has the capacity to perform this contract and possesses the qualifications for interior and exterior decoration design; otherwise, any losses incurred by Company XX shall be borne by Design Institute XX; Article 11 stipulates: Design Institute XX shall also ensure that the submitted design passes review; otherwise, Design Institute XX shall refund all fees paid by Company XX.
Article 10 "Professional Review" of the contract stipulates: In accordance with the mandatory implementation of the Ministry of Construction standard GB50327-2001 for building interior decoration industry, the interior and exterior decoration drawings designed by Design Institute XX shall be submitted by Company XX to the original building design unit for review before construction; the review fee shall be borne by Company XX.
II. In the "XX Leisure Island Design Plan" sent by Design Institute XX to Company XX on March 26, 2003, it proposed that the design plan be adjusted as follows: Plumbing, electrical, and HVAC construction drawings to be issued on April 16; decoration renderings to be issued around April 10; decoration construction drawings plan to issue floor, ceiling, and partition wall layout drawings on April 20; and elevation construction drawings to be issued on May 10.
III. On April 26, 2003, Company XX sent a letter titled "Regarding the Request to Earnestly Fulfill the Contract" to Design Institute XX, stating: "XX Tianji Institute privately subcontracted the wind, water, electrical, and fire protection drawings to Shenzhen XX Design Co., Ltd. for design, rather than submitting them to the Shanghai Head Office for design as originally stated." During the second-instance investigation by this court, Company XX claimed that "Shanghai Head Office" in the letter referred to Design Institute XX, distinguishing it from the Shenzhen branch of Design Institute XX. The letter also stated that after reviewing the construction drawings for air conditioning, fire protection, and water supply and drainage, it was determined that they did not meet review requirements, and it was decided to return the drawings submitted on April 22, requiring Design Institute XX to produce drawings as soon as possible and fulfill the design requirements stipulated in Article 3 of the contract.
This court holds that the design contract relationship formed between Design Institute XX and Company XX represents the true intentions of both parties and is lawful and valid. The focus of this dispute is whether Design Institute XX breached the contract and the determination of liability for such breach. Company XX claims that Design Institute XX's breaches include designs not meeting contract requirements, delayed submission of design drawings, and unauthorized subcontracting of designs. Regarding this, this court finds: (1) As to Company XX's claim that Design Institute XX's design drawings did not meet the contract requirements, this court holds that, according to the design standards agreed upon in the contract, Design Institute XX's designs must comply with the design requirements in Article 3 of the contract, national and Shenzhen municipal interior decoration design standards, and ensure that the submitted designs pass review by the original architectural design unit. First, the statements in Article 3 of the contract regarding design requirements are all descriptive subjective evaluation criteria, lacking objective and clear reference data standards, and are clearly uncertain and arbitrary. Company XX's assertion that Design Institute XX's design drawings did not meet the design requirements is its unilateral opinion, not recognized by Design Institute XX, and no supporting evidence for its evaluation was provided. Therefore, Company XX's reasoning is clearly insufficient. Second, Company XX did not provide evidence to prove that Design Institute XX failed to design in accordance with national and Shenzhen municipal interior decoration standards or violated relevant industry regulations for architectural interior decoration design. Furthermore, Company XX did not provide evidence to prove that it submitted Design Institute XX's design drawings to the original architectural design unit for review and that they were not approved. In summary, the evidence submitted by Company XX to support its claim that Design Institute XX's designs did not meet the contract requirements consists solely of its own unilateral letters, with no third-party verification evidence. Therefore, Company XX's claim lacks sufficient basis and should not be supported. (2) Regarding Company XX's claim that Design Institute XX delayed submitting design drawings. Compared to the commitments in the design plan issued by Design Institute XX, the main delay was in the submission of wind, water, and electrical construction drawings, which were delayed by 6 days. The decoration renderings were actually submitted on April 12, while the design plan stated "approximately by April 10," so the submission time for the decoration renderings fell within the reasonable period expected by the parties and cannot be deemed a breach. Additionally, it is true that Design Institute XX did not produce drawings for floor plans, ceiling plans, and partition wall locations, which constitutes a breach. However, according to the contract, Company XX was required to pay design fees based on the design progress. The contract stipulated that after the initial payment, the progress payment was "13.4万元 after Company XX confirms the design plan." Based on the content of the meeting minutes from March 16, 2003, Design Institute XX's design plan was essentially approved by Company XX; if the design plan had not been approved, Company XX would not have agreed to proceed with the subsequent design plan. After paying the initial design fee of RMB 201,000 to Design Institute XX, Company XX did not pay the next progress payment, indicating that Company XX's performance also deviated from the contract. Given that Company XX's breach occurred first, Design Institute XX could assert the right to suspend performance. Company XX's attempt to hold the other party liable for breach while itself being in prior breach violates legal principles and fairness, and this court does not support it. (3) Regarding Company XX's claim that Design Institute XX unauthorizedly subcontracted the work. First, Design Institute XX confirmed in the contract that it possessed qualifications for interior and exterior decoration design but did not claim to have qualifications for wind, water, electrical, and fire protection design. Therefore, Design Institute XX did not intentionally conceal information from Company XX at the time of signing and fulfilled its duty of honest disclosure. Second, in the letter sent by Company XX to Design Institute XX on April 26, 2003, it stated: "Design Institute XX privately subcontracted the wind, water, electrical, and fire protection drawings to Shenzhen XX Design Co., Ltd. for design, rather than submitting them to the Shanghai Head Office for design as originally stated." From this content, Company XX did not object to the subcontracting of the wind, water, electrical, and fire protection drawings but rather believed that Design Institute XX subcontracted to a non-agreed unit. Although Company XX claimed that "Shanghai Head Office" referred to Design Institute XX, distinguishing it from the Shenzhen branch, Company XX failed to provide evidence to support this claim, so its argument cannot be accepted. Since there is no evidence of the specific unit agreed upon for subcontracting, Company XX's claim that Design Institute XX breached the contract by subcontracting to a non-agreed unit also lacks sufficient basis and cannot be established. In summary, during the performance of this design contract, the parties disputed design standards, leading to the termination of the contract midway. Given that the contract termination is an established fact and both parties have no objection to it, the original court's judgment to terminate the contract is appropriate. Regarding Company XX's claim that Design Institute XX breached the contract, Company XX did not provide sufficient evidence to fully prove it, and Company XX itself also breached the contract by failing to pay according to the agreed schedule. Under these circumstances, Company XX's request to hold Design Institute XX liable for breach, i.e., to return the initial payment and pay liquidated damages, clearly lacks sufficient basis and should not be supported. Additionally, for the initial payment made by Company XX, Design Institute XX had correspondingly delivered the design plan and drawings representing design results, i.e., it had performed corresponding labor for the contract, and the design plan was essentially approved by Company XX. Now, because Company XX unilaterally believes that Design Institute XX's designs do not meet its requirements and demands the return of the initial payment, this clearly violates the principle of fairness. Since the underlying claim of Company XX's lawsuit for Design Institute XX to bear liability for breach should be dismissed, Company XX's request for the original defendants Zhang XX, Pan XX, Wang XX, and Liu XX, as partners of Design Institute XX, to bear joint and several liability should also be dismissed. In summary, Design Institute XX's appeal is well-founded, and its appeal request should be supported. The original judgment had unclear findings of fact and improper application of law, and this court corrects it according to law. Pursuant to Article 67 of the Contract Law of the People's Republic of China, Article 64, Paragraph 1, and Article 153, Items (2) and (3) of the Civil Procedure Law of the People's Republic of China, the judgment is as follows:
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I. Affirm Items 1 and 5 of the civil judgment (2004) Shen Luo Fa Min Er Chu Zi No. 1796 of the Luohu District People's Court of Shenzhen;
II. Reverse Items 2, 3, and 4 of the civil judgment (2004) Shen Luo Fa Min Er Chu Zi No. 1796 of the Luohu District People's Court of Shenzhen;
The first and second-instance litigation costs total RMB 19,826, to be borne by the appellee Shenzhen XX Investment Co., Ltd. (the second-instance litigation costs of RMB 9,913 have been prepaid by the appellant and will not be refunded; the appellee shall pay the appellant within ten days from the effective date of this judgment).
This judgment is final.
Presiding Judge You XX
Judge Zheng XX
Acting Judge Chen XX
Intermediate People's Court of Shenzhen, Guangdong Province (Seal)
May 30, 2006
Clerk Zhou XX (concurrent)
Statement of Representation
Respected Presiding Judge and Judges:
I have been entrusted by the client, Shanghai XX Architectural Design Firm, to act as the appellant’s representative. Based on the facts and the law, I hereby present the following representation opinions:
1. The first-instance ruling that "the appellant delayed performance of the contract and shall bear liability for breach of contract" is inconsistent with the facts.
First, the "Interior Decoration Design Contract" (hereinafter referred to as the "Contract") signed between the appellant and the respondent clearly stipulates that "within seven working days from the date of signing the contract (January 15, 2003), the respondent shall pay 201,000 yuan to the appellant, and after the design plan is confirmed by the respondent, an additional 134,000 yuan shall be paid to the appellant." However, after the contract was signed, the respondent delayed fulfilling its obligations and did not pay the initial design fee of 201,000 yuan to the appellant until February 17, 2003. Despite the lack of assurance regarding the respondent’s ability to perform, the appellant did not suspend its own obligations but, acting in good faith, continued discussions with the respondent regarding matters related to XX Leisure Island and commenced the design work. On March 25, 2003, the appellant sent a letter to the respondent, stating that the renderings would be delivered around April 10, 2003, which was confirmed by the respondent (see the respondent’s first-instance evidence No. 3). The appellant actually delivered the renderings on April 12, 2003 (see the respondent’s first-instance evidence No. 4). Therefore, the appellant did not breach its obligations regarding the delivery time of the renderings. Subsequently, the appellant, in accordance with the Contract, requested the respondent to continue fulfilling its obligations, i.e., to pay the design fee of 134,000 yuan, but this was refused by the respondent. Thus, the respondent’s delayed payment and refusal to pay the design fee were the primary reasons for the termination of the contract by both parties.
Second, the Contract signed between the appellant and the respondent is manifestly unfair to the appellant. The contract stipulates that "if the appellant’s design fails to meet the requirements specified in this agreement, Party B may terminate the contract." However, the agreement does not provide a clear standard for the respondent’s design requirements, leaving it solely to the respondent’s subjective judgment to determine whether the design meets the requirements. This clearly violates the principle of equality of rights and obligations between the parties in civil legal relations. It is precisely because of this unfair clause in the contract that the respondent repeatedly requested modifications to the design drawings.
The parties orally agreed that the time for design modifications would not be counted within the appellant’s working days, and therefore the appellant and the respondent agreed to delay the delivery time of the design drawings (see the respondent’s first-instance evidence No. 3 and No. 4). Consequently, the appellant did not bear any liability for breach of contract due to delayed performance in the course of fulfilling the contract signed by both parties.
II. The first instance found that "the appellant, without the appellee's consent, transferred the design of ventilation, water, and electrical systems to another party" was factually incorrect.
First, the appellant is a specialized architectural design firm approved by the Ministry of Construction, whose design qualifications do not cover ventilation, water, and electrical system design. According to Article 272 of the Contract Law and the "Regulations on the Administration of Survey and Design of Construction Projects" issued by the Ministry of Construction, when involving construction drawing design for a project, joint design with qualified entities is permissible. In this case, when signing the contract, the appellant clearly informed the appellee that it lacked professional design qualifications for ventilation, water, and electrical systems, and that designing these itself would violate the above legal provisions. However, it could engage in joint design with qualified entities, and this was orally agreed to by the appellee. Therefore, the appellant did not commit any breach of contract by subcontracting the project.
Second, the contract between the appellant and the appellee explicitly states: "After the design plan is confirmed by the appellee, an additional payment of 134,000 yuan shall be made." However, after the design plan was confirmed (see the appellant's evidence three in the first instance), the appellee failed to pay the corresponding fees and fulfill its obligations as clearly stipulated in the contract. The appellee also requested the appellant to provide ventilation, water, and electrical drawings for its review, citing the need to prepare a construction budget. Although the appellee breached the contract first, the appellant, in order to support the appellee's normal work and allow the contract to continue, complied with the appellee's request and provided the ventilation, water, and electrical drawings for reference and budgeting. Therefore, the first instance court's characterization of this premature performance by the appellant as a breach of contract is unfair.
In summary, the appellant in this case performed its obligations in accordance with the contract, completing 60% of the total design work under the contract (which can be verified by relevant national documents), and did not commit any breach of contract. The inability to perform the contract was due to the appellee's reasons, and the responsibility lies with the appellee. We respectfully request the court to base its judgment on facts and law, and to amend the original judgment accordingly.
此致
Intermediate People's Court of Shenzhen City
Agent Jia Runlian (signature)
August 24, 2005
