3 Enterprise Financing Agreements
As society continues to progress, agreements are used in more and more places. Signing an agreement can protect your legal rights to the greatest extent. So what kind of agreement is effective? The following is a corporate financing agreement that I compiled. You are welcome to learn from it and refer to it. I hope it will be helpful to everyone.
Enterprise Financing Agreement 1
Signing place:
Signing time:
Party A (financing party)
Party B (borrower)
1. General Principles
Party A shall arrange clean, clean and non-criminal funds for Party B with the full economic and legal responsibility of the company as a legal person project financing.
Party B guarantees all the economic and legal responsibilities of the company as a legal person and has the ability to issue deposit certificates from the bank as a financing condition for Party B's project development, and agrees to use corresponding project guarantees and adopt project drag-and-drop financing .
2. Financing and related conditions
1. Currency: US dollar. EUR. RMB...
2. Total financing amount:
3. Financing conditions: bank deposit slip or letter of credit or letter of guarantee valid for more than one year.
4. Issuing bank: China’s four major commercial banks, Bank of Communications or Minsheng Bank, CITIC Industrial Bank, etc.; internationally renowned banks.
5. Borrowing period: 3-20 years
6. One-time interest discount of 6-8 (various fees: U.S. bank operating fees, U.S. investment company commissions, Chinese intermediaries Fees, etc.)
7. Annual financing interest rate: 2.95 (tentative) The final interest rate is based on the long-term loan interest rate announced by the Federal Reserve when Party A makes the first payment, and this interest rate is within the loan period. Internally unchanged.
8. The first batch of payments: US$10,000
9. Subsequent payments: executed according to the payment plan agreed upon by both parties
10. Query method: swift
11. Operation method: bank to bank
2. In order to monitor the better operation of funds, Party A sends two personnel to the leadership of the project company to participate in the construction and operation of the project (Macro)
13. If Party B suffers losses due to poor management and cannot repay the loan when it is due, Party B’s relevant assets will be assessed in accordance with relevant Chinese laws and transferred to Party A.
3. Operating Procedures
1. After both parties complete the preliminary work of negotiating all financing conditions and terms, they will first confirm the signing of this contract via email or fax.
2. Within 3 banking days after the fax signing is confirmed, both parties will formally sign this contract. At the same time, Party B will provide the coordinates of the receiving bank and the company’s valid legal text, a copy of the company’s business license, and the legal person code certificate. Copy, copy of legal representative’s ID card, board of directors’ resolution on financing, letter of full power of attorney, etc.
3. After the contract is formally signed, Party B shall issue the original bank deposit slip from the bank within half a month and e-mail the scanned copy of the original bank deposit slip to Party A.
4. After Party A’s bank receives the scanned copy of the original bank deposit slip issued by Party B’s bank, it will query it through swift. After the query is correct, it will report to Party B according to Party B’s requirements within 15 bank working days. The receiving bank issues a payment notification.
5. After Party A’s payment notice is issued, the first batch of payment will be transferred to the receiving bank designated by Party B within 21 banking days.
6. After the first payment is received, the remaining balance will be paid off within 3-5 months.
7. After Party B receives the full payment, Party A will collect interest from Party A based on the interest note issued by the relevant bank where Party B has an account before December 15th of each year. At the same time, the bank will issue an interest note for the second year. The interest note shall be handed over to Party A.
8. The bank deposit slip issued by Party B will be automatically unfrozen after one year and one month.
4. Legal basis
The last revised version of the International Chamber of Commerce in Paris icc500 (1993).
5. *** Agreement to Observe Terms
Once this contract is signed, neither party may terminate or cancel this contract for any reason.
6. Liability for breach of contract
1. Party A and Party B conscientiously implement the terms of the contract; according to the icc500 clause, the breaching party shall compensate the non-breaching party for liquidated damages of 1% of the contract amount and bear the corresponding legal liability .
2. In the implementation of the icc500 clause of this contract, neither Party A nor Party B shall be liable for breach of contract if this agreement cannot be performed due to force majeure, natural disasters, turmoil, or war.
3. Failure to operate in accordance with the terms of the contract, resulting in the termination of the transaction or violation of the terms of the contract, will be deemed a breach of contract.
4. Party B guarantees that the deposit slip and relevant documents issued are legal and authentic. If Party A’s bank verifies that it is false, it will be deemed to be a breach of contract.
5. If Party A fails to allocate funds to Party B in accordance with the terms of the contract, it will be deemed to be in breach of contract.
7. Termination of dispute resolution
When a breach of contract dispute occurs between the two parties, either party has the right to initiate arbitration. The place of arbitration is Beijing and the arbitration agency is China International Economic and Trade Arbitration Commission/China International Chamber of Commerce Arbitration Court.
8. Effectiveness and Termination
1. This contract is in Chinese version, in duplicate, with each party holding one copy.
2. This contract will take effect immediately after signing. Both parties agree in writing on all contents of this contract and will terminate upon completion.
3. For matters not covered in this contract, a separate copy of the contract will be drawn up. The copy of the contract is an integral part of this contract and has the same legal effect as this contract.
Party A: Party B:
Seal and seal
Signature of the representative Signature of the representative
Enterprise Financing Agreement on the day of the year Book 2
Article 1: Party A and Party B
Party A: ______________
Party B: ______________
Article 2: Cooperation Matters
In view of the fact that both parties A and B have clear investment wishes and intentions, and after friendly negotiation, both parties have signed this agreement based on the principle of mutual benefit and focusing on future investment financing.
Article 3: Basic powers of Party A and Party B
1. Party A plans the entire investment project, builds project access, and submits the project implementation plan;
2. Party B grants Party A the above rights to invest in the project and supervise the implementation of Party A's project.
Article 4: Financing Projects
1. This agreement does not cover specific investment projects, but falls within the scope of venture capital operations. Party A is mainly responsible for researching the market and looking for investment opportunities. After selecting a suitable project, negotiate investment matters with Party B and start investment.
2. Party B accepts the financing requirements put forward by Party A, and Party A’s overall operation of the funds after accepting the capital injection (after investment).
3. If Party A cooperates with a third party, it must submit the original contract with the third party to Party B for review, provide a copy to Party B, and sign an additional agreement to be attached to this agreement.
Article 5: Financing Amount and Payment
1. In order to maximize the rights and interests of both parties A and B, Party A sets a minimum amount for the financing amount. This financing amount Minimum ____________________ RMB.
2. After signing the financing agreement, Party B must transfer funds into the same account of both parties at one time, and the withdrawal must be signed and confirmed by both parties.
Article 6: Equity and Benefit Distribution
1. Party A occupies ____________ of all equity; income is obtained according to ___________, and the profit distribution time is ___________ according to the actual situation Once a month; Party B occupies _____________ of all equity; the income is obtained on a ___________ basis, and the profit distribution time will be conducted once a ___________ month according to the actual situation.
2. After Party A and Party B sign this agreement, Party B will transfer the funds into the public account with the same account name of both parties in one go. The withdrawal must be signed and confirmed by both parties.
3. Party A and Party B are not allowed to unilaterally transfer funds for various reasons at any time. The flow of funds must be signed by both parties at the bank to be valid.
4. If there is a loss, Party A will not bear the corresponding responsibility. If there is a loss that exceeds the investment limit, both parties A and B shall bear the responsibility jointly;
Article 7: Party B’s Rights and Obligations
1. If a third-party contract is involved, Party B has the right to request to see the original contract between Party A and the third party, and to make a copy of the contract, which will be used as the original material to measure the distribution of interests (or the attachment to this contract) );
2. If third-party cooperation is involved, Party B shall not go beyond Party A to contact and negotiate with the third party, or directly sign relevant agreements with the third party, otherwise it will be regarded as a breach of contract;
3. The main work content of Party B
(1) Evaluate the investment plan proposed by Party A, with one-vote veto power;
(2) Track the implementation of Party A’s plan throughout the process and put forward rational suggestions , to urge Party A to implement it;
(3) The contract between Party A and a third party must be evaluated and confirmed by Party B before it can be implemented;
Article 8: Party A’s rights and obligations
1. Responsible for the search for the entire project, preliminary feasibility assessment, qualitative positioning of the project, and submission of sufficient project analysis plans for discussion with Party B;
2. Contact with third parties Negotiate and write the contract text, which must be evaluated by Party B;
3. Be responsible for the execution of the entire project to ensure the maximum interests of both parties Various issues in tripartite cooperation to ensure smooth cooperation;
Article 9: Payment of fees
1. Within three days after Party A and Party B sign the contract, Party A and Party B shall issue valid certificates* **Same account;
2. Within the fourth day to the thirteenth day (within one week), Party B shall transfer all investment funds into the same account of both parties;
3. Both parties designate _____________ bank;
4. ***Same account name: _______________; ***Same account number: _______________.
Article 10: Commitment of both parties
1. Party A shall provide Party B with high-quality investment services in a professional spirit of integrity, professionalism and efficiency;
2. Party A shall ensure the accuracy, completeness and legality of the various information provided;
3. Party A shall not require Party B to do anything that violates national laws and regulations.
Article 11: Liability for breach of contract
1. If Party A fails to fulfill its obligations of good faith and wants Party B to conceal or falsely report relevant information and data, Party A will compensate Party B for liquidated damages of 5,000 yuan. This Agreement automatically terminates.
2. If Party B fails to deposit the agreed investment amount into the same account of *** according to the agreed time after signing this agreement, Party A will be compensated for liquidated damages of 5,000 yuan, and this agreement will continue to be valid.
Article 12: Resolution of contract disputes
1. If a dispute occurs during the performance of this agreement, it shall be resolved by both parties through negotiation; if negotiation fails, the parties may apply for arbitration by the local arbitration committee. , or appeal directly to the local people's court;
2. This agreement is made in duplicate and will take effect when signed by both parties.
If the agreement requires the signing of a separate agreement due to third-party cooperation, it shall be attached to this agreement as an attachment.
Party A: ______________ Party B: ______________
ID card: ______________ ID card: ______________
Contact information: ______________ Contact information: ______________
Date: _____________ Enterprise Financing Agreement 3
Parties to the contract:
Party A (seller): (Note: The full name of the unit registered in the business license must be filled in)
Registered address: (Note: subject to business license) Postal code:
Mailing address: (Note: subject to actual office address) Postal code:
Legal Representative/person in charge:
Contact person: Telephone:
Email: Fax:
Party B (buyer): (Note: Business license required Full name of the registered unit)
Registered address: (Note: subject to business license) Postal code:
Mailing address: (Note: subject to actual office address) Postal code:
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Legal representative/person in charge:
Contact person: Telephone:
Email: Fax:
In view of the fact that Party A is in the process of _________ _The project (hereinafter referred to as the "target project") carries out (equity/debt) financing. After friendly negotiation between the two parties, the following full financing cooperation agreement was reached:
Article 1 Cooperation Matters: Party A entrusts Party B with the financing of the target project Complete financing.
Article 2 Party A’s minimum requirements and commitments for project financing:
1. Financing amount: _________ million yuan.
2. Financing term: _________ years
3. Investors can hold a controlling stake (yes/no) and can occupy _________ proportion of equity.
4. If it is a fixed return (or loan) financing method, the annual return rate Party A is willing to pay is up to ________%.
5. Party A promises and guarantees that it can use its own or others’ following assets or warrants as collateral or pledge for this financing.
(1) _________.
(2) _________.
(3) _________.
6. According to the provisions of Party A’s articles of association, Party A shall convene a shareholders’ meeting or the board of directors to make a written resolution agreeing on the financing, and grant corresponding authorization to the current legal representative. The original copy of the resolution of the shareholders’ meeting or board of directors shall be Give a copy to Party B for retention. The shareholders' meeting or the board of directors should approve the formal investment (financing or cooperation) agreement within three days after it is signed. If the representative of Legal A cannot personally be responsible for matters related to project financing, the company should authorize the relevant personnel, clarify the scope of authorization, and issue a power of attorney to facilitate the negotiation and related activities of the person. The original copy of the authorization letter shall be given to Party B for retention.
Article 3 Rights and Obligations of Party B
1. Party B has the right to independently communicate and negotiate with investors within the scope of Party A’s requirements;
2 , Party B has the right to receive consulting service remuneration in accordance with the agreement between the two parties;
3. In principle, Party B cannot exceed Party A’s requirements. If during the financing process, the investor or financing object raises a request from Party A, If there is any conflicting matter, Party B cannot make any claims without authorization and shall seek Party A's opinions in writing. After Party A's formal reply (fax or official text), Party B will make a corresponding reply to the investor.
4. The main tasks of Party B:
(1) Establish a special project financing team and assign a team leader to be responsible for the entire financing of the project;
(2) Go to the project party for on-site inspection and conduct prudent investigation;
(3) Based on the prudent investigation, formulate the financing strategy and financing implementation progress plan of the project;
(4 ) Prepare a project business plan;
(5) Carefully select suitable investors;
(6) Initial communication and Q&A with investors;
(7) Organize key investors to visit the project side for on-site inspections;
(8) Assist Party A in negotiations with investors;
(9) Responsible for drafting relevant investment agreements ( Draft), Articles of Association (draft), Shareholders’ meeting resolution (draft), Board of Directors resolution (draft).
(10) Assist Party A to arrange the signing ceremony.
(11) Provide suggestions on the organizational arrangements of the new company.
5. Party B shall report in writing to Party A every week on the progress of target project financing.
Article 4 Rights and Obligations of Party A
(1) Party A has the right to obtain corresponding high-quality services as agreed in the agreement;
(2) Party A has the right to inquire about and supervise Party B's progress on the target project, and Party B shall answer truthfully and in detail.
(3) Party A shall truthfully inform Party B of the matters attached to this Agreement and shall not conceal or falsely report;
(4) Party A shall skillfully prepare relevant information for investors as required by Party B There must be no mistakes in asking questions;
(5) Party A shall make a formal written reply within 2 days to the questions and requirements raised by Party B during the financing process;
(6) Party A shall Cooperate with the negotiations between Party B and investors, and shall not delay or refuse without reason;
(7) Party A shall receive the inspections of key investors in a friendly and thoughtful manner, and may decide whether to request local government departments according to Party B’s instructions Relevant leaders attended the meeting. Party A shall bear the corresponding legitimate inspection expenses (including Party B’s travel expenses to accompany the investor. If the investor requests to bear its legitimate round-trip transportation expenses, Party A shall not refuse).
(8) Party A shall pay corresponding service fees to Party B as required by the agreement.
Article 5 Agreement period: from the date when both parties sign the financing service agreement to _________year________month________day. If the time is delayed due to Party A's reasons, the corresponding period will be extended accordingly. If after the time expires, the financing work has entered a substantial and critical stage, the period can be extended with the consent of Party A, and the details will be clarified by a supplementary agreement signed by both parties.
Article 6 Fee Payment
1. The total fee for the financing service shall be paid by Party A to Party B based on _________ of the actual financing amount. Fee payment method:
(1) Down payment deposit. Within 2 days after both parties sign the full financing cooperation agreement and confidentiality agreement, Party A pays a deposit of _________ yuan for the initial financing service fee.
(2) Within 7 days after the first financing funds arrive in the relevant account, Party A will pay Party B the remaining amount after deducting the down payment deposit.
2. Party A will transfer the fees to the account designated by Party B according to Party B’s requirements:
Account name: ________, account number: ________.
Article 7 Commitments of both parties
(1) Party B shall provide Party B with high-quality services in a professional spirit of integrity, professionalism and efficiency;
(2 ) Party A is responsible for all information provided and guarantees its authenticity, completeness and legality;
(3) Party A shall not require Party B to make any violation of national and industry laws and regulations things.
Article 8 Breach of Contract
(1) If Party B fails to perform financing-related obligations without reason after collecting fees, Party A has the right to require Party B to return double the amount paid Liquidated damages.
(2) If the financing fails during the term of the agreement, and Party A also proposes to terminate the agreement, Party B shall unconditionally return 50% of the deposit paid to Party A, and the agreement shall be terminated. If the financing work is reasonably delayed due to Party A's reasons, the term of the agreement shall be extended accordingly. If Party A requires a delay that is too long, Party B has the right to unilaterally terminate this Agreement.
(3) If Party A fails to fulfill its obligations of good faith and conceals or falsely reports relevant information and data from Party B and investors, Party B has the right to terminate the service agreement in advance and require Party A to pay twice the down payment deposit. gold.
(4) If the financing work cannot continue due to Party A’s reasons and the investors’ funds cannot be in place, such as Party A’s bankruptcy and liquidation; Party A abandons this agreement midway due to various reasons (such as other funds being in place, being acquisition, etc.), Party B has the right to require Party A to continue to perform this Agreement. If Party A refuses to continue to perform, Party B has the right to unilaterally terminate this Agreement and require Party B to pay liquidated damages equal to twice the down payment, while retaining the right to demand compensation. rights (including but not limited to Party B's loss of trust in the investor field due to Party A's breach of contract, etc.).
(5) If Party A fails to pay relevant amounts as stipulated in this agreement, a penalty of five thousandths of the unpaid amount will be paid for each overdue day starting from the date when payment is due.
Article 9 Party A and Party B’s right to choose
Within one month after signing the contract:
(1) Party A’s right to choose: Party B may terminate this Agreement and notify Party B in writing that the fees paid by Party A to Party B cannot be recovered, and Party B cannot require Party A to compensate for the previous investment and other related losses caused by the termination of the contract. This Agreement is terminated early.
(2) Party B’s option: If Party B finds that there are few interested investors after a certain period of work, Party B has the right to terminate the service and notify Party A in writing, but Party B should all If the deposit paid by Party A is returned, Party A shall not make any claim against Party B. This Agreement is terminated early.
Article 10 Methods for resolving contract disputes:
If any dispute occurs during the performance of this contract, it shall be resolved by both parties through negotiation; if negotiation fails, the parties may apply for arbitration by the _________ Arbitration Commission. Or file a lawsuit directly with the People's Court of _________.
Article 11 This contract is made in duplicate and shall be effective when signed by both parties. If the distance is far, the signature can also be faxed, but a fax of the signer's ID card or business photo of the legal person must be attached.
Article 12 This agreement shall take effect from the date of signature and affixing of the articles of association by both parties.
(No text below)
(Contract signing page)
Party A (company seal): Party B (company seal):
Legal representative Legal representative
(or authorized representative): (or authorized representative):
Signing date: year, month, day
Signing location: Suggested Fill in the location of our contracting entity