Partnership agreement
Contracting partners:
Name _________, gender _________, age _________, address _________;
Name _________, gender _________, age _________, address _________;
Article 1 Partnership Purpose
_________.
Article 2 Partnership Projects and Scope
_________.
Article 3 Partnership Period
The term of the partnership is _________ years, from _________ years _________ months _________ days to _________ years _________ months _________ days.
Article 4 Capital Contribution, Method, and Term
1. The partner _________ is funded by _________, which is _________ yuan.
2. The partner _________ is funded by _________, which is _________ yuan.
3. The capital contribution of each partner shall be paid before _________ _________ month _________ day. If the payment is overdue or not delivered, the bank interest shall be paid in accordance with the amount of the unpaid amount and the resulting losses shall be compensated.
4. The partnership contributed a total of RMB _________ yuan. The capital contribution of each partner during the partnership is still shared property and may not be requested to be divided at will. After the termination of the partnership, the capital contribution of each partner is still owned by the individual and will be returned at that time.
Article 5: Earnings Distribution and Debt Commitment
1. Earnings distribution: based on _________, distributed on a pro-rata basis.
2. Debt commitment: The partnership debt is first repaid by the partnership property. When the partnership property is insufficiently paid, it is based on the _________ of each partner.
Article 6: Assignment, withdrawal, and transfer of capital contribution
1. Occupation:
Need to recognize this contract;
Subject to the consent of all partners;
Enforce the rights and obligations stipulated in the contract.
2. Retired:
It is necessary to have a valid reason to withdraw from the partnership;
Do not withdraw from the partnership when the partnership is unfavorable;
Resignation must be notified to other partners _________ months in advance and agreed by all partners;
After retiring from the partnership, the settlement shall be made in the condition of the property at the time of withdrawal, and the payment shall be settled by money regardless of the method of capital contribution;
If the loss is caused by the withdrawal of the partnership to the partnership without the consent of the partner, compensation shall be made.
3. Transfer of capital: Allow partners to transfer their own contributions. At the time of transfer, the partner has the priority to be transferred. If the third party is transferred to the partner, the third party should be treated as a third party. Otherwise, the transferor should be treated as a withdrawal.
Article 7 Rights of the person in charge of the partnership and other partners
1. _________ is the person in charge of the partnership. Its license is:
Conduct business outside and enter into a contract;
Daily management of the partnership;
Selling partnership products and purchasing common goods;
Pay the partnership debt.
2. Rights of other partners:
Participate in the management of partnerships;
Listen to the report of the business person in charge of the partnership;
Check the partnership book and operations;
Jointly decide on major issues of the partnership.
Article 8 Prohibition
1. Without the consent of all partners, it is forbidden for any partner to conduct business activities in the name of a partnership privately; if the business benefits from the partnership, the loss will be compensated according to the actual loss.
2. The business of partner and partnership competition is prohibited.
3. Partners are prohibited from joining other partnerships.
4. The partner is prohibited from signing a contract with the partnership.
Article 9 Continuation of Partnership Business
1. In the case of withdrawal, the remaining partners have the right to continue to operate the original business as the original business name, or to select and absorb new partners to operate.
2. In the case of the death of the partner or the death of the partner, depending on the choice of the heir of the death partner, the operator may inherit the share of the property that the successor should inherit; or accept the heir in accordance with the agreement of the partnership agreement or with the consent of all partners. Continue to operate for new partners.
Article 10 Termination and liquidation of a partnership.
1. The partnership was dissolved due to the following circumstances:
The term of the partnership expires;
All partners agree to terminate the partnership;
Has no legal partner;
The partnership is completed or cannot be completed;
Cancelled according to law;
There are other reasons for the dissolution of partnerships as stipulated by laws and administrative regulations.
2. Liquidation of partnerships:
After the dissolution of the partnership, liquidation shall be carried out and the creditors shall be notified.
The liquidator shall be the full partner or the majority of the partners shall agree, and the _________ partner or the third party shall be appointed as the liquidator within 15 days after the dissolution of the partnership. If the liquidator is not determined within 15 days, the partner or other interested parties may apply to the people's court to designate the liquidator.
After paying the liquidation expenses, the partnership property shall be paid in the following order: the wages and labor insurance expenses owed by the partnership; the tax owed by the partnership; the debt of the partnership; and the return of the partner's contribution.
If there is any surplus after the liquidation, the distribution shall be made in accordance with the method of Article 5, paragraph 1 of this Agreement.
The part of the partnership that has a loss at the time of liquidation and the insufficient settlement of the partnership property shall be handled in accordance with the provisions of Article 5, paragraph 2 of this Agreement. Each partner shall be liable for indefinite joint and several liability, and the partner shall have the right to recover from other partners when it assumes joint and several liability and the amount of liquidation exceeds the amount that it should bear.
Article 11 Liability for breach of contract
1. If the partner transfers his share of the property without the unanimous consent of the other partners, if the partner is unwilling to accept the transferee as a new partner, the transferor may be compensated for the losses caused by the other partners.
2. If the partner pledges its property share in the partnership business privately, its behavior is invalid, or it is treated as a withdrawal; if it causes losses to other partners, it shall be liable for compensation.
3. If a partner commits a serious breach of this Agreement or causes a dissolution of the partnership due to gross negligence or violation of the Partnership Enterprise Law, the other partners shall be liable for compensation.
4. In violation of the provisions of Article 8, a partner shall compensate according to the actual loss of the partnership, and discourage the dissident from being delisted by all partners.
Article 12 Dispute Resolution
All disputes arising out of or in connection with this Agreement shall be negotiated jointly by the partners. If the negotiation fails, the _________ Arbitration Commission shall be submitted to the arbitration or the People's Court shall be brought before the law.
Article 13 Other
1. By consensus, the Partner may amend this Agreement or supplement the unfinished matters; if the contents of the Supplement or Modification conflict with this Agreement, the contents of the Supplement and Modification shall prevail.
2. The employment contract is an integral part of this agreement.
3. This contract is a _________ share, and each partner holds one copy and sends it to the registration authority for filing.
4. This contract shall become effective after being signed and sealed by all partners.
Partner: _________ Partner: _________
_________Year ____________________________________________
Signing location: _________ Signing location: _________
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