[excellent] signing agreement

Part 1: Cooperation Signing Agreement

Party A: _____________

Party B: _____________

Party A and Party B shall, in accordance with the principles of voluntariness, equality, fairness, honesty and credit, sign this Agreement in accordance with the relevant laws and regulations of the People's Republic of China through friendly consultations, and shall be mutually abided by both parties.

Within the scope of the first agreement, the relationship between the two parties is determined to be a cooperative relationship. In order to expand the market to serve consumers better and more standardly, according to the company's plan, Party A agrees to Party B's sales network based on Party B's application and review of Party B's operational capabilities. It is agreed that Party B shall exclusively operate the brand ________ series products in the _______ province _________ city ____ county _______ location.

Article 2 The purpose of this Agreement is to ensure that Party A and Party B faithfully perform the duties and rights of both parties as provided for in this Agreement. Party B conducts economic activities as a separate corporate legal person or operator. Therefore, he must abide by the legal requirements common to all corporate legal persons or operators, especially the rules regarding qualifications and social and financial business requirements. As a corporate legal person or operator, Party B shall be responsible for all risks and profit from legal operations. Party B is not an agent of Party A, nor is it an employee or partner of Party A. Party B is not a representative of Party A. Party B has no right to sign an agreement in the name of Party A, so that Party A is responsible for the third party in any aspect, or Party A bears the expenses and assumes any obligations. The entering into of this Agreement does not give Party B any rights to bind Party A or Party A's relevant enterprise, and Party A has the final right to interpret any provision of this Agreement.

Article 3 is valid from _______ years _____ months _____ days to _______ years _____ months _____ days, from the date of signing. Unless this Agreement is terminated early, Party B may, within three months prior to the expiration of the agreement, submit a written request to Party A to extend the agreement, and with the consent of Party A, the "__________ Cooperation Agreement" may be renewed.

Article 4 Party A shall develop and provide marketable products for the better operation of the area under the jurisdiction of Party B, ensure that the product quality meets the standards, and reasonably priced to maximize the supply of Party B. During the term of this agreement, Party A promises to actively assist in undertaking market logistics and organizational functions. Party B shall design and expand the market network according to Party A's plan. Party A promises that, at the request of Party B, Party B may handle the consignment of the goods and the corresponding matters, and transport them to the place designated by Party B in the manner required by Party B. The transportation, insurance and other expenses shall be paid by the beneficiary Party B. Party A provides appropriate training and counseling to Party B. As a necessary condition for market development and business development, to ensure the continued unification of the entire system. Party A is responsible for organizing brand promotion, and Party B, which is responsible for market logistics and organizational functions, conducts regional promotion activities to maximize the support of Party B's operations. Party A shall notify Party B of the relevant activity information before making any advertising and promotion activities, so that Party B can properly prepare and respond to the event before the event. Party A's brand and products and related light box advertisements, POP advertisements, decoration design and furnishings inside and outside the store, Party A shall design the VIS image design and provide corresponding guidance for Party B.

Article 5 Party B shall protect Party A's trademark and other intellectual property rights and use Party A's trademark logo in a standardized manner. Party B is obliged to assist Party A in counterfeiting and market supervision. Report, prove fake and shoddy products, stocks and other unfair competition. Coordinate with Party A to coordinate and communicate with relevant local law enforcement agencies. Party B can only conduct business in the area authorized by Party A, and may not sell goods in other areas. If there is no area operated by other distributors, Party B must apply to Party A if it wishes to develop business.

Party B can only purchase goods in the purchase channel designated by Party A, and does not receive goods from other places. Through market segmentation, orderly management, and reasonable distribution, it effectively supports the supply of outlets, and does not operate other branded products and sell counterfeit products. During the term of the agreement, the retail price of the regional network points of Party B shall be uniformly maintained within the recommended price range of Party A, and shall not be arbitrarily adjusted substantially. Party B is obliged to collect the required market information for Party A, or conduct market investigation according to the requirements of Party A, and report it to Party A within the prescribed time limit. Properly keep Party B's business records for Party A's verification.

Article 6 Party B has the right to use the trademark, trademark logo, VIS image design and the appropriate scope of business technology and trade secrets provided by Party A within the scope authorized by Party A. Party B has the right to purchase from the designated purchase channel of Party A and sell it within the scope of the agreement. Party B may have the right to return unconditionally due to the quality problems of the products provided by Party A, but Party B shall be responsible for Party B's business problems. Obtain the right to provide training and guidance provided by Party A. The right to independently deal with matters other than those agreed in the agreement. Exercising the rights conferred by Party A within the scope of the agreement. Party B, which undertakes the functions of market logistics and organization, has the right to recommend and evaluate distributors or retailers within its jurisdiction. However, the recommended distributors and retailers must apply to Party A to sign an agreement and issue a certificate by Party A before they can operate.

Article 7 This Agreement shall be deemed to be immediately terminated when Party B violates this Agreement by illegal operation, counterfeiting, sale of fakes, malicious goods, or infringement of Party A's intellectual property rights and other serious violations of Party A's lawful rights and interests. Party A has the right to take the following measures against Party B:

1. Order Party B to dispose of all the light boxes and all related decorative utensils, store decoration, publicity materials, etc. at their own expense. Party B shall bear all losses for the investment in software and hardware equipment. 2. Submit a law enforcement request to the relevant law enforcement agencies to seal all the goods with Party A's trademark logo.

3. According to the law, the judicial and law enforcement agencies are required to recover Party B’s liability and legal responsibility. At the same time, Party B must

Settle the financial relationship with Party A.

No sales of Party A's goods can be made.

Must bear the cost of customer follow-up services, including returns, repairs, claims, etc.

Article 8 The trademark of Party A belongs to all intellectual property rights of Party A and is protected by national laws. All related product identifications are owned by Party A. Without the prior written special authorization of Party A, Party B shall not use Party A's name, trademark, company logo, etc. to refer to the company's intellectual property rights and logos for industrial and commercial registration, investment, advertising, etc.; the use of the logo provided by Party A shall not be used for this Agreement. Any transaction other than. Party B undertakes not to arbitrarily print the relevant trademarks, logos and promotional advertisements; it shall not exceed the scope of rights stipulated in this Agreement, and shall arbitrarily produce the general distribution, general agent, representative office certificate, archives, business cards, warrants, bronze medals, etc. for business and operation. It is not allowed to change the unified image without authorization to make and decorate signs, light boxes and related objects. If Party B violates the regulations, Party A has the right to terminate the agreement unilaterally. In addition to the liability for breach of contract, Party B shall also compensate Party A for all losses suffered by Party A.

Article 9 The performance of this Agreement may be terminated if the parties are unable to perform their business due to force majeure, or the occurrence of events that can be controlled or foreseen by the parties, including natural disasters, wars, government actions, social unrest, etc. In the event of a force majeure event, the party invoking force majeure must immediately notify the other party of the occurrence of the incident by fax or telex in writing within _______ days from the date of the cancellation of the communication barrier within _______ days. . If he fails to do so within the above-mentioned period, he will not be able to continue to benefit from this agreement.

This Agreement is governed by the laws of the People's Republic of China

Article 10 If a dispute arises concerning the existence, validity, performance, interpretation or termination of this Agreement, the two parties shall settle it through friendly negotiation. If the dispute cannot be resolved through negotiation within three months from the date of the dispute, or either party refuses to negotiate. , either party may appeal to the people's court of the place where the agreement is signed.

Article 11 The signing place of the agreement is Nanjing. This Agreement shall be in duplicate and shall become effective on the date of signature by both parties. Both parties have filed one copy and the photocopy is invalid. Party B hereby acknowledges the signing of this Agreement and has read and understood the provisions contained in the terms set forth in this Agreement and agrees to be bound by it.

If a provision is deemed to be inapplicable or invalid, it may be changed and amended in an additional agreement to this Agreement, and the inapplicability or invalidity of that provision shall not affect the validity of the entire agreement. Changes and amendments in the Additional Agreements of this Agreement signed at the same time have the same legal effect as this Agreement.

Party A: ________________

Official seal: ________________

Client: _______________

Date of signing: _____________

Party B: _______________

Official seal: ________________

Client: _______________

Date of signing: ____________

Part 2: Debt Offset Signing Agreement

This Agreement shall be concluded by ______________ on ____________________________

Company a, a state-owned enterprise established and existing in accordance with Chinese law, whose legal address is: ____________________;

Company c, a limited liability company established and existing in accordance with Chinese law, whose legal address is: ____________________;

And b, a natural person of Chinese nationality, whose residence is: ____________________.

The above entities are referred to as “one party” when they are nicknamed, and “party” when they are collectively referred to.

In view of: a company, c company, b equal to _______ years jointly initiated the establishment of ___________________ company;

In view of: b is a c company employee, it signed a "funds occupation agreement" with a company on _______ _____ month _____ day, according to the agreement: a company provides b loans to b ______ million Yuan, b to borrow to buy shares of the company ______ million shares; b should return the loan to a company on the _____ year _____ month _______ and pay the corresponding capital occupation fee totaling _____ million yuan;

In view of: a company and c company signed an "equity transfer agreement" on _____ _____ _____ date, stipulated that a company will transfer the company held by c company in RMB _____ million ______ million shares in the shares, a company thus becomes the debtor of company c;

In view of: _____ year _____ month ______ day, based on other reasons, b to c company enjoys _____ million yuan of claims;

Whereas: the parties intend to offset the above-mentioned debts between each other according to law;

Therefore, the parties reached a debt offset agreement by consensus as follows:

First debt offset

1.1 The parties agree that the following debts between the parties shall be offset by the date of entry into force of this Agreement:

1.1.1 a company will transfer ______ million shares of the company's shares to c company's debt of _____ million yuan;

1.1.2 c company's debt to b is RMB __ million based on other matters;

1.1.3 b The debts owed to the company by the borrowing and capital occupation fees are RMB ______ million.

1.2 The parties agree that after the debt offset under this Agreement is completed, the debts of Company a to Company C, the debts of Company c to B, and the debts of Company B to Company a are all eliminated.

Second statement and guarantee

2.1 The parties agree that this Agreement constitutes all agreements and understandings reached by the parties with respect to the subject matter of this Agreement and supersedes any prior agreements, understandings and/or arrangements between the parties that are inconsistent with this Agreement.

2.2 The parties undertake and warrant that this Agreement represents the true meaning of the parties in relation to the subject matter of this Agreement and that any facts that are inconsistent with the provisions of this Agreement, including but not limited to business registration and share registration, shall not be replaced. The meaning of the parties in this Agreement is expressed.

2.3 Each party undertakes and promises to the other party that it is strictly confidential to this Agreement and any arrangements and provisions under this Agreement and shall not disclose it to any third party without the written consent of the other party.

Article 3 Liability for breach of contract

3.1 The parties agree that any breach of their representations, warranties, undertakings or any other obligations made in this Agreement causes the other party to suffer or suffer damages, losses, claims, penalties, litigation, arbitration, fees, obligations and/or liabilities, The defaulting party must make full compensation to the other party and protect it from harm.

3.2 Articles 2.3 and 3.1 of this Agreement shall remain in force after the termination of this Agreement.

Article 4 takes effect

4.1 This Agreement shall enter into force on the date of signature by the authorized representatives of the parties.

Article 5 Other Provisions

5.1 Any modifications and additions to this Agreement must be in writing and signed by a legally authorized representative of each party.

5.2 The disputes arising during the performance of this Agreement shall be settled through friendly negotiation between the two parties;

Either party has the right to submit the dispute to the Arbitration Commission and conduct arbitration in accordance with the arbitration rules in effect at that time. The arbitral award is ultimately binding on the parties to the dispute.

5.3 This Agreement shall be in the form of a Chinese-language instrument in triplicate. Each company, company c and b shall hold one copy.

The parties to this Agreement have prompted their legally authorized representatives to sign this Agreement on the date specified in the first paragraph of this Agreement.

a company: __________

Authorized representative: _______________

Company b: __________

Authorized representative: _______________

Company c: __________

Authorized representative: _______________

PART 3: Guarantee Guarantee Signing Agreement

Party A: __________________________________Company

Legal representative: __________________________________________

address:________________________________________________

Zip code: ________________________________________________

contact number:____________________________________________

Party B: ____________________________________

Legal representative: __________________________________________

address:________________________________________________

Zip code: ________________________________________________

contact number:____________________________________________

This guarantee contract is entered into by the parties listed above in the _________ city on _______ years ______ ______.

Whereas: ______________________________________________________

Party A and Party B reached a contract for the payment of the construction project owner by consensus. The contract is as follows:

Article 1 In order to ensure that Party B and _________ sign the contract number _______ year ________ word _______ under the construction contract, Party B's payment obligation is effectively fulfilled, and Party A is willing to use the owner's guarantee operation right to be the owner of Party B. Provide warranty responsibility. In order to clarify the rights and obligations of both parties, in accordance with the "Contract Law of the People's Republic of China", the "Guarantee Law of the People's Republic of China" and other relevant laws and regulations, Party A and Party B shall conclude this contract by equal agreement.

Article 2 In accordance with the relevant provisions of the "Guarantee Law of the People's Republic of China", Party A is willing to provide joint liability for the construction contract signed by Party B and the contractor in accordance with the terms of the contract in the case of a clear understanding of the terms of the construction contract. .

Article 3 Party A must provide Party B with joint and several liability guarantees before Party B must

1. Provide Party A with one or more of the following counter guarantees:

At the request of Party B, the enterprise legal person or natural person approved by Party A shall formally issue to Party A an irrevocable joint and several liability counter-guarantee guarantee with Party A as the beneficiary.

The property is mortgaged to Party A as a guarantee for repaying the debt. The two parties also set a separate "mortgage contract." The relevant contents of the collateral are listed in the attached file of the contract.

Other means of counter-guarantee measures approved by Party A.

2. Agree that Party A has the right to dispose of the above collateral in order to offset the debts that Party A seeks to recover from the Party B.

Article 4 When the contractor claims to Party A in accordance with the guarantee responsibility, and Party A considers that the claim file, document or certificate complies with the guarantee responsibility, Party A shall pay Party B for the performance of the guarantee obligation, Party A shall The heirs and assignees have absolute recourse, and are not affected by Party B's acceptance of any instructions of the superior unit and any contract or file signed between Party B and any unit. Party B shall not refuse to pay for any reason.