Model Company Strategic Cooperation Agreement (I)
Party A: (hereinafter referred to as Party A)
Party B: (hereinafter referred to as Party B)
Based on the principles of honesty, credibility and mutual benefit, Party A and Party B have reached the following cooperation agreement through friendly negotiation in accordance with relevant laws and regulations of People's Republic of China (PRC):
Article 1 Agency products, agency requirements and agency term
1. After this agreement is signed, Party B will become the sales agent of Party A's products. Both parties shall abide by the contents of this agreement and perform their respective responsibilities.
2. Party B is the _ _ _ _ _ _ _ agent of Party A.
3. For the convenience of this agreement, the "product" mentioned in this agreement refers to the subject matter of Party A sold by Party B as an agent.
4. The term of Party B's agency for Party A's products is: from _ _ _ _ _ _.
Article 2 Purpose of cooperation
From the perspective of the long-term development of their respective businesses, Party A and Party B have reached a strategic cooperation agreement aimed at winning corporate profits: Party A authorizes Party B to act as its own product agent, provide Party B with preferential prices and corresponding technical service support, and allow Party B to sell Party A's products.
Article 3 Settlement
1. Party A shall supply goods to Party B on _ _ _ _ _ _ _ _
2. After receiving the advance payment from Party B, Party A shall be responsible for transporting the RFID products to Party B's warehouse, and at the same time provide Party B with the registration authority of logistics software products, and Party B shall register customers by itself. Party B can charge the registration fee directly from the customer, but it must be responsible to the customer.
3. Party B shall pay the payment to Party A on a monthly basis according to its own sales. If the payment is not timely, Party A has the right to suspend the supply of products and the registration right of software, and the losses caused to users and other economic losses shall be borne by Party B..
Article 4 After-sales service
1. Party A will provide necessary upgrade and maintenance services for the products provided, and Party A will open a technical service hotline _ _ _ _ and a special mailbox _ _ _ _ to provide convenience for Party B. ..
2. Party B shall provide perfect after-sales service for its own users. Set up after-sales service hotline to provide convenience for customers.
3. If the product is damaged due to reasons other than Party A's, Party A must provide technical services, and Party A will charge maintenance fees and service fees.
Article 5 Relationship between the two parties
1. Both Party A and Party B are independent legal entities. Party B shall not sign any agreement or make any commitment with a third party that binds Party A in any way, and shall not engage in any act without the authorization of Party A in the name of Party A. ..
2. The rights and obligations of both parties to this agreement do not constitute or be interpreted as partnership.
Article 6 Rights and obligations of Party A
1. Party A confirms that the products provided have legal copyright and no quality problems, and are equipped with complete product installation instructions, user manuals and packaging materials.
2. Party A shall inform Party B of the custody and storage of RFID equipment and equipment, so as to avoid the damage or loss of product parts due to improper storage.
3. Party A provides one-year free warranty for RFID tangible products and three-month free technical guidance for logistics software products. After the expiration, all services provided by Party A to Party B are paid.
4. Failure or damage caused by man-made or natural disasters during the product quality guarantee period is not covered by Party A's warranty, such as: damage caused by disassembling and replacing internal components of the product (such as lines and parts); Failures caused by installation under the guidance of professional technicians not designated by Party A. ..
5. Party A promises not to keep any artificial traps or information that will damage Party B's goodwill in the products provided to Party B. ..
6. Party A reserves the right to improve and upgrade the products. If Party A improves the products, it shall notify Party B in writing, and provide the improved products to Party B within 15 days (improvement refers to the improvement by adding version functions to improve the stability, compatibility and BUG correction of the old products or systems).
7. After Party A approves Party B's rationalization proposal on product functions or other aspects, Party A will upgrade the products and provide the upgraded products to Party B and its customers in time, but the improvement and expansion of software and hardware functions required by Party B are not included in the warranty scope.
8. Party A shall provide necessary technical support to Party B and provide training and technical guidance to relevant personnel of Party B. ..
9. During the validity of this agreement, if the copyright of the products authorized by Party A is transferred or changed, Party A shall notify Party B. If this agreement cannot be fulfilled, both parties shall settle it through negotiation.
Article 7 Rights and Obligations of Party B
1. Party B shall submit a copy of the business license to Party A when signing this Agreement, and guarantee its authenticity.
2. Party B has the right to engage in legal business activities related to the sale of Party A's products in the name of _ _ _ _ _ _ product agent.
3. According to Party A's technical guidance, Party B completes product installation and post-service for Party B's customers.
4. Party B has the right to accept users' opinions and complaints about the products and notify Party A in time, so that Party A can better improve the products (upgrade the products, etc.). ).
5. Party B shall implement the price list formulated by Party A and be obligated to keep it confidential. And have the obligation to cooperate with Party A's product marketing activities.
6. If Party B sells the software at a discount lower than Party A's public quotation of _ _ _ _ _, it will be regarded as deliberately disrupting the price order, and Party A has the right to unilaterally terminate the agreement and require Party B to bear corresponding responsibilities.
7. Party B shall not decompile or execute Party A's software, and Party A shall bear legal responsibility for any violation of the national intellectual property law.
Article 8 Modification and Termination of the Agreement
1. If there are any matters not covered in this agreement, both parties may sign supplementary terms through consultation.
2. Without the written consent of Party A, Party B shall not transfer any rights in this agreement to a third party.
3. When the agreement expires, the agreement is terminated. If both parties intend to continue cooperation and can renew the contract, they should sign another agreement 30 days before the expiration.
4. During the validity period of this agreement, if either party needs to terminate it early due to special reasons, it must submit a written application to the other party 30 days in advance and terminate it with the written consent of the other party. And should give the other party appropriate economic compensation and bear the losses suffered by the other party.
Article 9 Other matters
1. This agreement shall come into effect as of the date when both parties sign and affix their official seals.
2. This agreement is made in duplicate, each party holds one copy, which has the same legal effect.
3. Except for force majeure, both parties shall strictly abide by the terms of this agreement.
4. Any dispute arising from the performance and interpretation of this Agreement shall be settled through friendly negotiation. If no agreement can be reached, either party may submit an arbitration request to Weihai Arbitration Commission.
5. The liquidated damages, compensation and various economic losses payable according to the provisions of this agreement shall be paid within 7 days after the responsibilities are defined, otherwise it shall be treated as overdue payment.
Party A (seal): Party B (seal):
Representative (signature): Representative (signature):
Year, month, sun, moon, sun.
Model Company Strategic Cooperation Agreement (2)
Party A:
Party B:
The contents of the joint-stock cooperation contract between Party A and Party B are as follows:
1. Beijing xx Co., Ltd. is established by capital contributions made jointly by Party A and Party B, with the capital contribution of RMB 65,438+00,000.00 Yuan, accounting for 65,438+00% of the preferred shares of Beijing Liansuo Commercial Brokerage Co., Ltd., and the rest shall be borne by Party A.. ..
2. Party A (xx Co., Ltd.) is expected to establish and improve franchise chain brokerage companies in urban and rural areas within 3 months, and form: United brokerage group; The local brokerage company represents the functions of Party B's local office and the business and affairs of Party B in various places.
3. As a shareholder, Party B has the right to supervise the local brokerage company to represent Party B's local office and Party B's business and affairs in various places.
4. Brokerage companies in various places are the exclusive agents of Party B's local similar businesses and affairs.
Verb (abbreviation of verb) The specific contents of the business and affairs of local brokerage companies that represent Party B shall be determined by Party B's power of attorney issued at any time according to Party B's specific situation.
6. Party A uploads Party B's specific business and affairs to the website of Party A's chain brokerage network, and publishes it in Party A's weekly "Broker Chain Operation Briefing" for the convenience of local brokerage companies.
Seven. Party B shall determine the specific standard of commission payment according to the specific conditions of entrusted business and affairs, and reach an agency contract with Party B's brokerage company and Party A for specific business and affairs.
Eight. The share capital contributed by Party B is not only used as the membership fee for Party B to join the chain brokerage network of Party A, but also used as the deposit and advance commission for the business and affairs entrusted by Party B to Party A, and Party B does not own the actual equity of Party A.. ..
Nine. The validity of this contract is 1 year, and both parties shall negotiate separately after the expiration.
X. Matters not covered in this contract shall be implemented in accordance with relevant laws and regulations, the Articles of Association of Party A's Chain Brokerage and the contents published by Chain Brokerage Network.
XI。 For matters not covered in this contract, both parties may sign a supplementary agreement to supplement them.
Signature of Party A: Signature of Party B:
Sign on behalf of ...
Model Company Strategic Cooperation Agreement (III)
Party A (legal representative): _ _ _ _ ID number and legal address
Party B (legal representative): _ _ _ _ ID number and legal address
After full consultation by the above shareholders, the following agreement is reached on investment establishment (hereinafter referred to as the Company):
1. Name, business scope, registered capital, legal address and legal representative of the company to be established.
1. Company name: _ _ _ _ _ _ _ _ _ _ _
2. Business scope: _ _ _ _ _ _ _ _ _ _ _ _
3. Registered capital: _ _ _ _ _ _ _ _ _ _ _
4. Legal address: _ _ _ _ _ _ _ _ _ _ _
5. Legal Representative: _ _ _ _ _ _ _ _ _ _ _
Article 2 After the establishment of the company, the legal representative shall be fully responsible for the operation and management of the company. If the legal representative is unwilling to be responsible for management and operation, shareholders may invite other shareholders through consultation or hire outsiders as the main person in charge.
Article 3 Time limit for company registration
The term of the company is _ _ _ _ _ _ _ _ years.
Article 4 The amount, mode and duration of capital contribution
1, mode of contribution and proportion of shares
Shares of the company with the capital contribution of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _. (or physical objects, industrial property rights, non-patented technology projects, land use rights, etc.). , according to the negotiation standard converted into investment. ) After the establishment of the company, Party A will provide _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
The capital contribution of Party B is RMB _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ , according to the negotiation standard converted into investment. )
2. The capital contribution of shareholders of each company shall be paid in full before _ _ _ _ _ _. If the contribution is overdue or not paid in full, and the shareholder fails to pay the contribution in full and on time as agreed, he shall be liable for breach of contract to the shareholder who has paid the contribution in full and on time.
3. The company's capital contribution is RMB _ _ _ _ _ _ _ _ _. During the partnership period, the capital contribution of each shareholder of the company is the property of the company, and it is not allowed to ask for division at will. After the termination of the company, the capital contribution of each shareholder of the company will still be owned by the individual and will be returned at that time.
Article 5 surplus distribution and debt commitment
1. Income distribution: according to the shareholding ratio of Party A and Party B, it will be distributed in proportion.
2. Debt commitment: the company's debts are paid in priority with the company's property. If the company's property is insufficient to pay off, it shall be borne in proportion to the capital contribution of each shareholder of the company.
Article 6 Share purchase, withdrawal and capital contribution transfer
1. Shareholding ratio:
(1) Need to acknowledge this contract;
(2) With the consent of all shareholders of the company;
(3) to implement the rights and obligations stipulated in the contract.
2. Withdraw:
(1) There are justified reasons for withdrawing shares;
② Do not withdraw shares when the company is unfavorable;
(3) The withdrawal of shares shall be notified to other shareholders of the company one month in advance and approved by all shareholders of the company;
(four) after the withdrawal, the settlement shall be made according to the property status at the time of withdrawal, and no matter how the capital contribution is made, it shall be settled in currency;
(5) If the company withdraws from the partnership without the consent of the company's shareholders, which causes losses to the company, it shall be compensated.
3。 Transfer of capital contribution: shareholders of the company may transfer their capital contribution. At the time of transfer, the shareholders of the company have the priority to transfer, and the transfer price is calculated according to the proportion of all assets of the company. If a third party other than the shareholders of the company is transferred, either party shall focus on the overall future of the company and shall not deliberately embarrass the third party, otherwise it shall be deemed as giving up the ownership of the company's assets automatically, and shall bear the debts that the company needs to repay in proportion to its shares.
Article 7 Rights of the person in charge of the company and other shareholders of the company
Shareholders are liable to the company to the extent of their capital contribution, and the company is liable to the company's debts with all its assets.
1. Party A is the legal person and person in charge of the company. Its authority is:
(a) to carry out foreign business and sign contracts;
② Daily management of the company's business;
(3) selling company products (commodities) and purchasing ordinary commodities;
(4) Paying off debts according to the shares of the company;
(5) Recruitment and training of company personnel when necessary;
6. Examine and approve the daily expenses and manage all the assets of the company, but separate the accounts from the money.
2. Rights of shareholders of other companies:
(1) Participate in the management of the company's business and provide feasible plans and reports for the company's future.
(2) Listen to the report of the person in charge of the company on business development;
(3) check the company's books and operations;
(4) To decide on major issues of the Company.
⑤ Pay off debts according to the company's shares;
Article 8 prohibited acts
1. Without the consent of all shareholders of the company, it is forbidden for any shareholder of the company to conduct non-company business activities in the name of the company without permission; If the profits from its business belong to the company, the losses caused to it shall be compensated according to the actual losses.
2. It is forbidden for the shareholders of the company to engage in business that competes with the mainstream of the company. If it is necessary to engage in business, it must be agreed by Party A, Party B and Party C. ..
3. If the shareholders of the company violate the above terms, they shall compensate according to the actual losses of the company.
Article 9 Termination of the Company and Matters after Termination
1. The company may terminate for one of the following reasons:
① The term of the company expires;
② All shareholders of the company agree to terminate the company relationship;
(3) The company's business is completed or cannot be completed;
(4) The company's business is revoked according to law;
The court decided to dissolve according to the request of the parties.
2. Matters after the termination of the company:
(1) immediately recommend liquidators and invite intermediaries (or notaries) to participate in liquidation;
(2) If there is surplus after liquidation, it shall be carried out in the order of collecting creditor's rights, paying off debts, returning capital contribution and distributing surplus property in proportion. Fixed assets and inseparable items can be sold to company shareholders or third parties at a fixed price, and the price will be allocated;
(3) If there is any loss after liquidation, no matter how much the company's shareholders have contributed, they shall repay it with the company's property first, and the part of the company's property that is not enough to pay off shall be borne by the company's shareholders in proportion to the capital contribution.
Article 10 Ways to settle disputes
Disputes between shareholders of the company shall be settled through consultation on the principle of being conducive to the development of the company's career. If negotiation fails, it shall be submitted to the Arbitration Commission of the place where the company is registered for arbitration, and a lawsuit shall be brought to the people's court according to law.
Article 11 This contract shall come into effect and commence business as of the date of approval by the administrative department for industry and commerce.
Article 12 If there are any matters not covered in this contract, the shareholders of the company shall discuss, supplement or modify it collectively. The supplementary and revised contents have the same effect as this contract.
Article 13 The original of this contract is in quadruplicate, one for each shareholder of the company and one for the middleman (or notary).
Signature of shareholders of the company: _ _ _ _ _ _ _ _
Signature of shareholders of the company: _ _ _ _ _ _ _ _
Model Company Strategic Cooperation Agreement (IV)
Party A: _ _ _ _ _ _ Party B: _ _ _ _ _ _
The above-mentioned parties * * * have reached the following agreement with the investor (hereinafter referred to as "the investor") through friendly negotiation, in accordance with the provisions of People's Republic of China (PRC) laws and regulations, and on the principle of mutual benefit, for both parties to abide by.
Article 1 * * * Investors' capital contribution is consistent with their capital contribution methods.
Party A and Party B agree that _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Contribution of each party: Party A accounts for _ _ _ _ _% of the total contribution; Party B accounts for _ _ _ _% of the total investment.
Article 2 Profit sharing and loss sharing
1.*** Share the profits and losses of * * * with investors according to the proportion of their capital contribution to the total capital contribution.
2.*** An investor shall be liable for the same investment to the extent of its capital contribution, and an investor shall be liable for a joint stock limited company to the extent of its total capital contribution.
3.* * * The shares contributed by the same investor and their aquaculture products are * * * the property owned by the same investor * * *, which is owned by the same investor in proportion to the capital contribution.
4. After the transfer of shares invested by investors in a joint stock limited company, each * * * investor has the right to acquire property in proportion to its capital contribution.
Article 3 Business execution
1.*** The investor entrusts Party A to represent all * * * and carry out the daily affairs of * * * together with the investor, including but not limited to:
(1) Exercising and fulfilling the rights and obligations as a promoter of a joint stock limited company at the stage of its establishment;
(two) after the establishment of the joint stock company, exercise the rights of shareholders of the joint stock company and perform corresponding obligations;
(3) Collect the results of joint investment and dispose of them in accordance with the relevant provisions of this Agreement;
2. Other investors have the right to check the implementation of daily affairs, and Party A has the obligation to report the operating status and financial status of the joint investment to other investors;
3. The profits generated by Party A's execution of the * * * joint investment firm shall be owned by the * * joint investor, and the losses or civil liabilities incurred shall be borne by the * * * joint investor;
4. If Party A causes losses to other investors due to negligence or non-compliance with this agreement when performing affairs, it shall be liable for compensation;
5.*** The same investor may object to Party A's execution of the same investment affairs. When raising an objection, the execution of the transaction shall be suspended. In case of dispute, it shall be decided by all investors.
6.*** The following matters of joint investment must be agreed by all * * * co-investors: (1) Transfer of shares invested by * * * Co., Ltd.; (2) Pledge with the above shares; (3) Change the executor of the transaction.
Article 4 Transfer of investment
1.*** When transferring all or part of its investment in * * * and investors to people other than * * * and investors, all * * and investors must agree;
2. When * * * transfers all or part of its investment with investors, it shall notify other * * * and investors;
3.*** If the same investor transfers its capital contribution according to law, other investors with the same * * * have the priority to be transferred under the same conditions.
Article 5 Other rights and obligations
1. Party A and other * * * investors shall not transfer or dispose of the shares invested by * * * without authorization;
2.*** Within three years from the date of registration of a joint stock limited company, the same investor may not transfer its shares and capital contribution;
3. After the establishment of a joint stock limited company, no * * * co-investor may withdraw its capital contribution from the * * * joint investment;
4. When a joint stock limited company cannot be established, the debts and expenses arising from the establishment shall be shared according to the proportion of capital contribution of each investor.
Article 6 Liability for breach of contract
In order to ensure the actual performance of this agreement, Party A voluntarily provides all its guarantees to other investors. Party A promises to bear the liability for breach of contract to other investors with the above-mentioned property in case its breach of contract causes losses to other investors. Article 7 Others
1. For matters not covered in this agreement, a supplementary agreement shall be signed separately by * * after consultation with the investor.
2. This agreement shall come into effect after being signed and sealed by all investors. This agreement is made in duplicate, with each investor holding one copy.
Party A (signature): _ _ _ _ Party B (signature): _ _ _ _ _ _
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Signing place: _ _ _ _ _ Signing place: _ _ _ _ _ _
Model Company Strategic Cooperation Agreement (V)
Party A: _ _ _ _ _ _ _ _ _ _ _ _
Legal Representative: _ _ _ _ _ _ _ _ _ _ _
Party B: _ _ _ _ _ _ _ _ _ _ _
Legal Representative: _ _ _ _ _ _ _ _ _ _ _
According to the relevant provisions of the Contract Law of People's Republic of China (PRC), in order to realize the direct alliance between technology research and development and market operation and create good economic and social benefits, Party A and Party B have reached the following agreement through friendly negotiation on the principle of long-term equal cooperation and mutual benefit:
I. Purpose of cooperation
Promote the development of science and technology industrialization, make full use of Party A's extensive market resource advantages and give full play to Party B's scientific research platform ability, and realize the direct alliance between technology research and development and market operation.
Second, the scope of cooperation.
1. Development of multimedia software and hardware.
2. Marketing of 2.it products.
3. Network engineering.
4. Network operation.
Three. Ways and conditions of cooperation
1. On the basis of the existing marketing network and social resources, Party A will further develop the market potential and gradually form a standardized national marketing network.
2. Party A collects and undertakes the development projects of enterprise application software and hardware according to social needs.
3. Party B uses its strong technical development strength to develop projects newly undertaken by Party A or established by both parties.
4. Party B shall cooperate with Party A for technical consultation and provide technical support in the process of business development.
Fourth, rights and obligations
1. The ownership of the project jointly planned and developed by Party A and Party B belongs to both parties.
2. The ownership of the development project undertaken by Party B unilaterally belongs to Party B. ..
3. During the cooperation, Party A and Party B have no right to interfere in the internal management of the other enterprise.
The two sides should communicate with each other and learn from each other's business actions based on honesty, so as to promote each other.
Verb (abbreviation of verb) profit distribution
1. For the series of products jointly developed by both parties, the market price shall be divided into _ _ _% of after-tax profit through negotiation by both parties, and shall be adjusted once every six months, and shall be adjusted through consultation according to the cooperation situation.
2. For the products developed by Party B unilaterally, if Party A intends to cooperate, the mode of cooperation and sharing can be determined separately by both parties after consultation.
Six, * * * ownership and sharing rights of the same development project.
1. If one party transfers its patent right, the other party can receive its patent right first.
2. If each party unilaterally waives the right to apply for a patent, the other party may apply separately.
3. After the development project is granted a patent, the party who gives up the right to apply for a patent can get a general license to exploit the patent free of charge, and the license shall not be revoked.
If one party does not agree to apply for a patent, the other party may not unilaterally apply for a patent.
5. Under special circumstances, the parties may also stipulate the share of the right to technological achievements and the right to patent application in the contract, and stipulate their independent rights to the research and development achievements produced in the main stage of technological development.
Seven. Privacy Policy
1. All information, know-how and project planning and design provided by Party A and Party B shall be kept strictly confidential and can only be used within the business scope of both companies.
2. All senior staff and R&D team members of Party A and Party B will sign a confidentiality agreement with the cooperative company to ensure that the confidential information and special technology they come into contact with during their employment in R&D are kept confidential.
3. All materials related to the project and funds provided by Party A and Party B, including but not limited to capital operation plan, financial information, customer list, business decision, project design, fund raising, technical data and project business plan, are confidential.
Any act of providing confidential contents to a third party directly, indirectly, orally or in writing without the written consent of both parties is a leak.
Eight. others
1. Any dispute between Party A and Party B during the execution of this contract can be settled through friendly negotiation. If mediation fails, it may be submitted to relevant arbitration institutions for arbitration.
2. For matters not covered in this agreement, both parties agree to sign a supplementary agreement, which has the same legal effect as this agreement.
3. This Agreement is made in duplicate, with each party holding one copy.
4. This agreement shall come into effect after being signed and sealed by both parties.
Party A: _ _ _ _ _ _ _ _ _ _ _ _
Address: _ _ _ _ _ _ _ _ _ _ _ _
Legal Representative: _ _ _ _ _ _ _
Signing place: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Signature time: _ _ _ _ _ _ _ _ _ _ _
Party B: _ _ _ _ _ _ _ _ _ _ _
Address: _ _ _ _ _ _ _ _ _ _ _ _
Legal Representative: _ _ _ _ _ _ _
Signing place: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _