Model partnership agreement:

Party A: ____ ID No.: ______________

Party B: ____ ID No.: ______________

Party C: ____ ID No.: ______________

Parties A, B, C In the spirit of mutual benefit *** win, solidarity and cooperation, after friendly consultation, on the *** with the operation of ____________________________ matters to reach the following partnership agreement:

Article I Partnership Purpose

Using the partners' own accumulated experience in business management and contacts, *** with the operation, so that the partners, through legal means to create the fruits of their labor and share the economic benefits

Article 2 Name of Partnership Organization and Partnership Business Items

The name of the partnership organization is _______________

The partnership business items are _______________

Article 3 Term of Partnership

From ____________________________ ends.

Article IV Distribution of Partnership Organization Property Shares

Each partner occupies a share of the partnership organization property as follows: ________________________________________________________.

Article V Wages, Distribution of Surplus and Assumption of Debts

1. Distribution of Bonus: During the period of operation of the partnership organization, the wages of each partner shall be ____________________________. With the depth of the partnership operation, after a substantial profit, the end of the year will be issued bonuses, bonuses based on the current status of income and personal contribution decided by the partners meeting.

2. Distribution of surplus: After removing the operating costs, daily expenses, salaries, bonuses, taxes, etc., the income is the net profit, i.e., the surplus of the partnership income generation, which is the focus of the partnership distribution, and it will be distributed proportionally based on the share of the property of the partnership organization occupied by each partner.

3. Debt assumption: If there is a debt in the course of partnership operation, the partnership debt will be repaid by the partnership property first, and if the partnership property is insufficient to settle the debt, it will be assumed proportionally on the basis of the share of the property of the partnership organization occupied by each partner.

Article 6: Withdrawal and Transfer of Capital Contributions

(1) Withdrawal and Withdrawal. If a partner has any of the following circumstances, with the unanimous consent of the other partners, a resolution may be made to remove him from the partnership:

(1) personal loss of solvency;

(2) failure to fulfill the obligation to make capital contributions;

(3) causing economic losses to the partnership organization due to intentionality or gross negligence;

(4) committing misconducts in the execution of the affairs of the partnership organization;

(4) committing misconducts in the execution of the affairs of the partnership organization;

(5) committing misconducts in the execution of the affairs of the partnership organization. p>(5) The partner has violated the provisions of Article 9 of this Agreement.

The resolution on the removal of a partner shall be notified to the removed person in writing. From the date of receipt of the notice of removal, the removed person shall be effective and the removed person shall withdraw from the partnership. After the withdrawal of a partner, he is deemed to give up his share of property in the partnership organization and no longer participates in the distribution of profits and surpluses of the partnership organization for the current year, and the other partners shall automatically have the share of property, but he shall not be exempted from the damages he has caused to the other partners as a result of the withdrawal.

(2) Transfer of the share of property in the partnership organization

During the period of partnership, a partner is not allowed to transfer all or part of his/her share of property in the partnership organization without the written consent of all partners. If the transfer is made to a third person other than a partner with the written consent of the other partners, the third person shall be treated as a new entrant. If a third person other than a partner is assigned a share of the property of the partnership organization, he or she becomes a partner of the partnership organization upon modification of the partnership agreement.

Article VII: Meeting of Partners, Head of Partnership and Partnership Execution

(1) Meeting of Partners

1. Convening: The meeting of partners shall be convened and presided over by the executor of the partnership ____, and the head of the partnership may decide to convene a meeting of the partners in accordance with the needs of the situation;

2. Time: Generally speaking, once a month, and the specific convening time shall be decided by the head of the partnership according to the situation. Decided by the head of the partnership according to the situation;

3, the right to vote: each partner in the meeting of partners have the right to vote, except as otherwise agreed in this agreement, the decision on major matters should be agreed by the partners who accounted for more than two thirds of the share of the property of the partnership organization can be passed, the decision on general matters by the partners who accounted for more than one half of the share of the property of the partnership organization can be agreed;

(1) Election of partnership executor;

(2) Increase or decrease of business types, adjustment or conversion of business projects, expansion of business;

(3) Adjustment of the proportion of partners' share in the property and profit distribution of the partnership organization;

(4) Decision of general matters can be made by the consent of more than one-half of the partners;

(4) To decide on the internal organization of the partnership organization and the plan of financial income and expenditure

(5) To decide on the operation price of the partnership organization and the system of wages, bonuses and benefits

(6) Others

5. Other working meetings:

(1) The executor of the partnership affairs presides over one meeting per month in which all the partners and the partnership organization participate and hold a meeting with the partners, the partners and the partners. (1)The partnership executive presides over a working meeting attended by each partner and the staff in charge of the partnership organization once a month;

(2)The partnership executive presides over a working meeting attended by each partner and all the staff of the partnership organization once a month;

(3)The business manager presides over a working meeting attended by the subordinate staff once a month.

(2) Upon the decision of all partners, _____ is entrusted to be the executor of the partnership affairs, whose authority is as follows:

1. To convene and preside over the meeting of the partners, and to enjoy the final decision on the major matters of the partnership organization (e.g., expansion of the business, adjustment and conversion of the business projects, etc.)

2. To conduct external business and enter into contracts;

3. To make decisions on the execution of the partnership affairs by the other To inspect and supervise the performance of partnership affairs by other partners, and to appoint, remove and adjust their duties and responsibilities according to the decision of the meeting of partners;

4. To appoint and remove the business manager of the partnership organization according to the nomination of the partner executor and to decide on his/her remuneration;

5. To decide on the share of the property of the partnership organization possessed by the partnership executive, according to the profitability of the partnership organization and the personal performance of the partner executor;

6. To decide on the share of the property of the partnership organization possessed by the partner executor. According to the profitability of the partnership organization and the personal performance of the partnership executor, he/she has the right to make appropriate adjustments to the share of the property of the partnership organization occupied by the partnership executor and to the distribution of profits.

(3) Upon the decision of all the partners, ______ is entrusted to be the person in charge of the internal administrative affairs of the partnership and is responsible for the internal operation and management of the partnership organization. Its authority is as follows:

1. To organize and implement the meeting of the partners;

2. To carry out overall day-to-day management of the operation of the partnership organization;

3. To formulate the internal management system of the partnership organization;

4. To draw up the plan for the setting up of the internal organization of the partnership organization, and the system of rewards, punishments and incentives;

5. To propose to appoint or terminate the appointment of the business manager of the partnership organization

6. Reviewing cash receipts and payment vouchers and daily financial expenditures;

7. Other powers and functions granted by the partners' meeting.

(d) by the decision of all partners, entrusted ______ as the financial and logistical head of the partnership organization, and to assist the other partners to participate in the day-to-day operation and management of the partnership organization.

1, responsible to the partnership executor, presiding over the daily financial and logistic work of the partnership organization;

2, formulating the financial system of the partnership organization, preparing the financial income and expenditure plan of the partnership organization, checking and supervising the implementation of the financial system, and informing the other partners of the implementation of the financial plan in a timely manner;

3, urging the relevant departments of the partnership organization to reduce consumption, Saving costs, rational use of funds, the annual operating costs of the partnership organization and profit forecast, and the formation of forecast reports for the partners meeting decision-making reference;

4, the development of financial institutions set up programs and financial cashier's duties;

5, responsible for the management of personnel records. Relevant information (such as personnel data, documents, vouchers, books, statements) to organize, collect and file, and in accordance with the prescribed procedures for destruction or archives;

6, the development of partnership organization business prices and wages, bonuses, benefits system, management of business invoices;

7, management of partnership organization cash flow and the bank's deposits and deposits of funds to and from the bank, and timely reconciliation, to ensure that accounts are clear and consistent with the actual accounts;

7, management of partnership organization cash flow and the bank's deposit and exchange of funds, timely reconciliation, to ensure that accounts Clear and consistent accounts;

8. Other powers granted by the partners' meeting.

Article 8: Rights and Obligations of Partners

(1) Rights of Partners:

1. Participate in the meeting of the partners and supervise the implementation of the partnership affairs;

2. Partners have the right to distribution of the partnership interests;

3. The distribution of the partnership interests shall be carried out in the proportion of the share of the property of the partnership organization occupied by the partner or in accordance with the agreement. The property accumulated by the partnership shall be owned by the partners;

4. With the written consent of all the partners, the partners shall have the right to withdraw from the partnership.

(2) Obligations of the partners:

1. Maintaining the unity of the property of the partnership organization in accordance with the partnership agreement;

2. Sharing the debts of the losses of the partnership;

3. Being jointly and severally liable for the debts of the partnership.

Article 9 Prohibited Acts

(1) Without the authorization of this partnership agreement or the meeting of the partners, it is prohibited for any partner to carry out business activities in the name of the partnership organization privately, and the benefits gained from carrying out the business privately shall be returned to all the partners, and the damages caused shall be compensated by the partner personally and in full;

(2) It is prohibited for a partner to participate in the operation of business which is similar to the project of this partnership or in competition, and if the business is operated in violation of the regulations, the partner shall be held responsible for the loss. In case of violation, the partner shall pay to the Partnership 12 times of the highest monthly profit (or average profit) of the previous two years;

(c) Unless otherwise agreed in the partnership agreement or agreed by all partners, the partner shall not engage in transactions with the Partnership, and if there is any violation, the benefit of the transaction shall belong to the Partnership, and the loss caused to the Partnership shall be double compensation;

(iv) Partners shall not engage in activities that are detrimental to the interests of the Partnership.

Article 10 Liability for Breach of Contract

(1) If a partner transfers his/her share of property without the unanimous written consent of the other partners, and if the other partners are unwilling to accept the transferee as a new partner, it may be treated as a withdrawal from the partnership, and the transferring partner shall compensate the other partners for all the losses caused thereby;

(2) If a partner privately pledges his/her share of the partnership, the act is invalid. share in the partnership, his act is invalid, and the partner shall bear full liability for any loss caused to other partners as a result;

(iii) If a partner seriously violates this Agreement or causes the dissolution of the partnership through gross negligence, he shall bear liability to other partners;

Article XI - Settlement of Disputes

Any dispute arising out of or in connection with this Agreement shall be settled first by the partners**. disputes, the partners shall first *** with the consultation, if the consultation fails, submitted to the Changsha Arbitration Commission arbitration.

Article XII Others

(1) Upon consensus, the partners may amend this Agreement or make supplementary agreements on the outstanding matters; if the supplementary and modified contents are in conflict with this Agreement, the supplementary and modified contents shall prevail;

(2) This Agreement shall be a four-page document, with one copy to be executed by each partner;

(3) This Agreement shall come into effect after signed by all the partners, (c) This Agreement shall enter into force after it has been signed and sealed by all the partners.

All partners sign at:

Party A: ___________

Party B: ___________

Party C: ___________

Signing time: ____ ___Month___, ___

Signing place: ______________________