Technology shareholding is an act of taking the knowledge or intellectual property rights, technical know-how, equipment, factory buildings, etc. of technicians as capital shares and investing them in a joint venture or joint venture, so as to obtain the share rights of the enterprise. The following are four model technology share-holding contracts I brought to you. Welcome to read them for reference!
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★ Model Investment Share-holding Agreement ★
Model Employee Share-holding Agreement ★
Model Vehicle Share-holding Agreement ★
Technology Share-holding Contract 1
Party A: _ _ _ (ID number:)
Party B: _ _ _ (ID number:)
Both parties have fully negotiated on the basis of equality and voluntariness? The following terms and conditions of the agreement are hereby concluded for the purpose of jointly establishing a factory and defining the rights and responsibilities of all parties to the cooperation.
1. Mode of cooperation:
Party A contributes funds, accounting for 71% of the shares; Party B contributes technology, accounting for 31% of the shares.
ii. cooperation projects:
____. Including all kinds of _ _ _ _ _ _ _ _ _ _ _.
III. The cooperation time
is tentatively set at _ years, counting from the effective date of signing this contract. If both parties wish to continue cooperation after the expiration, they shall revise and sign a new agreement based on this agreement.
IV. Cooperation and division of labor:
1. Party B is responsible for the technical development, production training, production monitoring and product quality control of the project. Other responsibilities shall be undertaken by Party A (including equipment investment, material procurement, product sales, product distribution, financial management, etc.).
2. Each party reserves the right to review the financial operation of the project every month. If there is any doubt about the financial revenue and expenditure, profit and loss, it has the right to check the accounts by verifying the original documents. If the accounts are suspicious and the parties cannot give a reasonable explanation, all parties to the project have the right to investigate the economic and legal responsibilities of the parties. The original receipts and payments related to all accounts of the project, such as expenditure and income, must be signed and approved by all parties and submitted to the financial administrator for accounting.
5. Technology and market confidentiality:
During the cooperation period, no one may transfer the technology and market content, cooperate with partners other than the project partners or seek benefits for others, or disclose the technology without the consent of all the project partners. Otherwise, the project partner has the right to confiscate the relevant income of the responsible party and investigate the economic and legal responsibilities of the responsible party.
VI. Income distribution:
1. The profit of this project is divided into shares according to the different shareholding ratios of the partners, of which Party A holds 71% and Party B holds 31%. Under the condition of ensuring the normal operation of the project, the year-end dividend will be paid once a year (the dividend of the previous year will be divided in January each year). If it is necessary to retain profits for expanding business operations, it must be approved by all parties and shall not exceed 31% of the total annual profits. The retention is calculated as the capital contribution of each party according to the proportion of equity held by each party.
2. considering party b's individual situation, party b has the right to advance salary, but half of the salary will be deducted from party b's year-end dividend and the other half will be included in the project operating cost.
3. The fixed assets of the funds contributed by Party A are depreciated for five years, but the working capital is not subject to interest.
4. The losses caused by product quality problems shall be borne by Party B, and the losses caused by bad sales management shall be borne by Party A..
VII. Safeguard measures for cooperation
1. During the cooperation period, if either of the project partners withdraws from the cooperation project without the consent of the other party, the responsible party shall compensate the injured party for the investment loss and other income due during the cooperation period (specifically, the responsible party shall pay the total income of the injured party for the remaining contract period according to the average income due to the injured party from the date of cooperation to the time of accident). And must abide by the technical and market confidentiality provisions, and shall not use or operate the similar technical content and market content of this project locally for two years. Otherwise, all parties to the project have the right to investigate all economic and legal responsibilities of the defaulting party.
2. during the cooperation period, due to force majeure factors such as war, disaster and disease, the cooperation of the project is dissolved or the partners no longer cooperate at the expiration of the cooperation period, and the technical content of the project belongs to both parties.
3. if one of the partners violates this contract, the other party has the right to cancel the cooperation with the defaulting party and pursue all economic and legal responsibilities of the defaulting party.
VIII. Other matters not covered shall be supplemented by both parties through negotiation, and the supplementary terms shall have the same legal effect as this contract.
IX. This contract is made in duplicate, one for each party.
party a: _ _ (signature) party b: _ _ _ (signature)
date: date:
technology shareholding contract 2
Party A: _ _ _ _ _ _
Legal representative: _ _ _ _ _ _ _
Address: _ _ _ _ _ _ _ _
Postal code: _ _ _ _ _ _ _. __
Address: _ _ _ _ _ _ _
Postal code: _ _ _ _ _ _ _
Tel: _ _ _ _ _ _ _ _
Whereas:
1._________ _ _ _ _ _ _ _ _ _.
2. _ _ will provide advanced _ _ _ and _ _ _ support _ _ _ _ _ _ _.
therefore, the two parties have reached a technical cooperation agreement through consultation, which is as follows:
Article 1 The main purpose of this agreement is to carry out international cooperation projects in _ _ _. The project works directly under the supervision of _ _ _ _ _ _ _ and _ _ _ _ _ _.
article 2 the general person in charge of this project should come from _ _ _ _ _ _ _ _ _, and is mainly responsible for ensuring the development of the project with the personnel and funds required by the project. Members of this project team include _ _ _ _ _ _ _ _ _ _ _ _ _.
article 3 _ _ _ _ _ _ _ is responsible for directly providing advanced products before _ _ _ _ _ _ _ _ _ _ _ _. These materials are mainly composed of opposite strains. _ _ _ _ _ _ _ _ _ will also help _ _ _ _ _ _ _ to find relevant projects (write proposals) and strive for government funds to support this project.
article 4 _ _ _ _ _ _ _ _ shall be responsible for the joint research of high-quality funds required by _ _, and provide the project research progress report and annual summary report to _ _. The main activities of both parties shall be notified to the office of _ _.
article 5 based on this * * * agreement, _ _ _ _ _ _ _ _ _ _ _ can independently or * * * release relevant information or activity results of this collaborative project. All published or released results are recognized by both parties accordingly. Both parties will equally share any intellectual property rights arising from research in this industry and abide by the supplementary agreement on intellectual property rights signed by _ _ with the People's Republic of China. Any intellectual property arising from this work will be owned by both parties.
article 6 except for the renewal of this agreement by both parties, this agreement is valid for _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
article 7 this agreement is subject to international law.
party a (seal): _ _ _ _ _ _ party b (seal): _ _ _ _ _ _
legal representative (signature): _ _ _ _ _ _ legal representative (signature) : _________
_________ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Sex _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
(other partners should fill in the order of the above items)
Article 1 The purpose of the partnership is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ < Main place of business: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 3 Project and scope of partnership operation: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
article 5 amount, mode and duration of capital contribution.
(1) the partner _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Yuan. (other partners are listed in the same order as above)
(2) The capital contribution of each partner shall be paid in full before _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
(iii) The investment made by this partnership is RMB _ _ _ _ _ _ _. During the partnership period, the capital contribution of each partner is * * * property, and it is not allowed to ask for division at will. After the termination of the partnership, each partner's capital contribution is still owned by the individual and will be returned at that time.
article 6 surplus distribution and debt commitment. All partners * * * operate together, * * * work together, * * * take risks, and * * * lose profits and losses.
(1) surplus distribution: based on _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
(2) Debt commitment: the partnership debt shall be repaid with the partnership property first, and when the partnership property is insufficient to pay off, it shall be borne in proportion on the basis of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
(Special note: the surplus distribution and debt commitment can be agreed according to each partner's respective investment or equal distribution. If there is no agreement on the proportion of sharing, the partners shall share it according to the investment. After any party repays externally, the other party shall pay off its share to the other party within 11 days in proportion. )
article 7 entry, withdrawal and transfer of capital contribution.
(1) Occupation.
1. The admission of new partners must be approved by all partners;
2. acknowledge and sign this partnership agreement;
3. Unless otherwise agreed in the admission agreement, the new partner who joins the partnership enjoys the same rights and assumes the same responsibilities as the original partner. The new partner who joins the partnership shall be jointly and severally liable for the debts of the partnership before joining the partnership.
(2) Quit the partnership.
1. Quit voluntarily. During the operation period of the partnership, a partner may withdraw from the partnership under any of the following circumstances:
(1) The reasons for withdrawing from the partnership agreement appear;
(2) Withdraw from the partnership with the consent of all partners;
(3) it is difficult for partners to continue to participate in the partnership.
if the partnership agreement does not stipulate the operating period of the partnership, the partners may withdraw from the partnership without adversely affecting the execution of the partnership affairs, but they shall notify the other partners 31 days in advance. If a partner withdraws from the partnership without authorization and causes losses to the partnership, he shall compensate for the losses.
2. Quit of course. A partner will of course quit the partnership under any of the following circumstances:
(1) Death or being declared dead according to law;
(2) a person who has been declared legally incompetent for civil conduct;
(3) the individual is insolvent;
(4) All the property shares in the partnership are enforced by the people's court. The effective date of withdrawal in the above circumstances is the actual date of withdrawal.
3. Withdraw from the partnership. In case of any of the following circumstances, a partner may be removed by resolution with the unanimous consent of other partners:
(1) Failure to fulfill the obligation of capital contribution;
(2) causing losses to the partnership due to intentional or gross negligence;
(3) improper conduct in the execution of partnership affairs;
(4) Other reasons stipulated in the partnership agreement.
the resolution to remove the partner shall be notified to the removed celebrity in writing. The removed celebrity shall become effective from the date of receiving the notice of removal, and the removed celebrity shall withdraw from the partnership. Except for celebrities who have objections to the resolution of delisting, they may bring a suit in a people's court within 31 days from the date of receiving the notice of delisting.
after a partner quits the partnership, the other partners and the quitter shall settle accounts according to the property status of the partnership at the time of quitting the partnership.
(3) Transfer of capital contribution. Allow partners to transfer all or part of their property shares in the partnership. Under the same conditions, partners have the priority to be assigned. If it is transferred to a third party other than a partner, the third party shall be treated as a partner, otherwise the transferor shall be treated as a partner. If a third party other than a partner receives the share of the partnership property, it will become a partner of the partnership after amending the partnership agreement.
article 8 the person in charge of the partnership and the execution of the partnership affairs.
(1) All partners * * * are engaged in partnership affairs. (Suitable for small-scale partnership enterprises. )
(2) As agreed in the partnership agreement or decided by all the partners, _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
2. Daily management of the partnership;
3. Selling the products (goods) of the partnership and purchasing common goods;
4. Pay the partnership debts;
5、__________________________________________。
article 9 rights and obligations of partners.
(1) Rights of partners:
1. Management, decision-making and supervision of partnership affairs. The business activities of the partnership are decided by the partners * * *, and everyone has the right to vote regardless of the amount of capital contribution;
2. Partners have the right to distribute the partnership benefits;
3. The partners shall distribute the partnership benefits in proportion to the capital contribution or as agreed in the contract, and the property accumulated by the partnership operation shall be owned by the partners.
4. Partners have the right to quit.
(II) Obligations of partners:
1. Maintain the unity of partnership property according to the partnership agreement;
2. Debt to share the operating losses of the partnership;
3. Take joint and several liabilities for the partnership debts.
Article 11 Prohibited lines