In today's social life, people use agreements more and more, and agreements can be the legal basis for both parties. I believe many friends are very uneasy about the proposed agreement. The following is a model agreement on technology shareholding cooperation that I collected, hoping to help everyone.
Technology Investment Cooperation Agreement 1 Party A: _ _ _ _ _ ID number: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Party B: _ _ _ _ _ _ _ _ _
On the basis of equality, voluntariness, mutual benefit and consensus, Party A and Party B have reached a cost agreement on Party A's investment in _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ (hereinafter referred to as the Company) in the form of technical intelligence for common compliance:
Article 1: Party A shares in the Company with its intellectual achievements and technical solutions legally held and mastered as intangible assets.
Article 2: Party B's company was established on _ _ _ _ _ _ _ _.
Article 3: The total value of Party A's management, technology and intellectual achievements is determined by both parties through negotiation to be RMB _ _ _ _ _ ten thousand yuan, and Party A will own _ _ _ _ _ _ _ shares in the company after the technology shares.
Article 4: After the technological achievements become shares, Party A obtains the status of a shareholder of futures shares.
Article 5: After the signing of this agreement, Party A and Party B unanimously agree that it is unnecessary to go to the industrial and commercial department for registration of equity change, and the equity they own has the same legal effect as the equity registered and filed by the industrial and commercial department.
Article 6: The term of this Agreement and the restrictions imposed by Party A and Party B on the pledge, transfer and donation of the company's equity shall be stipulated separately in the articles of association.
Article 7: Party A and Party B promise to abide by the company system, give full play to their specialties, perform their duties and exercise their powers within their respective positions.
Article 8: Party A promises to have a clear understanding of the company's creditor's rights and debts when signing this agreement, and recognizes that the above-mentioned creditor's rights and debts will be included in the company's future profit and loss financial statements for financial accounting.
Article 9: Others
1. For matters not covered in this contract, both parties may sign a supplementary agreement separately. In case of conflict between this agreement and the supplementary agreement, the supplementary agreement shall prevail;
2. Disputes arising from the performance of this Agreement shall be settled by both parties through consultation. If no agreement can be reached, either party may bring a lawsuit to the people's court where Party B is located.
3. This agreement is made in triplicate, one for each party, and one for the notary office, which shall come into effect as of the date of signature or seal by both parties.
Party A: _ _ _ _ _ (signature) Date: _ _ _ _ _ _ _ _
Party B: _ _ _ _ _ _ _ (official seal) Date: _ _ _ _ _ _ _ _ _.
Technology Share Cooperation Agreement 2 Party A:
Contact information:
Address:
Party B:
Contact information:
Address:
On the basis of equality, voluntariness, mutual benefit and consensus, Party A and Party B have reached a cost agreement on Party B's investment in products and technologies held by it, for mutual compliance:
1. Party B shares its legally held product technology, including but not limited to product technology, its own technology and other intellectual achievements, and technical solutions developed on this basis in the future with Party A as intangible assets.
Second, the current situation of Party A..
Party A's company was established on _ _ _ _ _ _ _ _ _.
3. Both parties agree to build the production line with the technology held by Party B, and after the technology investment, Party B will get% of the shares of Party A..
Four. Party B shall handle the right transfer formalities in time, provide relevant technical materials, give technical guidance and impart technical know-how, so that the technology can be transferred to Party A smoothly, and be digested and mastered by Party A for product production.
5. After the technological achievements become shares, Party B obtains the shareholder status, and its technology belongs to Party A. The newly invested production line and its products are financially independent, accounted for separately and distributed in proportion.
Within _ _ _ _ _ days after the signing of this agreement, both parties shall go through the formalities of equity change at the industrial and commercial department.
Seven. The term of this agreement and the restrictions of Party A and Party B on the pledge, transfer and gift of the company's equity shall be stipulated separately in the company's articles of association.
Eight. Party B promises to abide by the company system, give full play to its specialty, perform its duties and exercise its power within the scope of post authority; And participate in the management, production and business activities of Party A according to the share of shares held.
Nine. Party A promises that before the signing of this Agreement, the creditor's rights, debts and civil and legal disputes arising from Party A have nothing to do with Party B, and shall be borne by Party A and its shareholders.
X. Rights and obligations of Party A
Party A shall publish the financial accounts to Party B on a regular basis every year, and may provide the financial accounts for inspection at any time upon Party B's request ... Party A shall pay dividends to Party B according to the laws and regulations according to the shares held by Party B in cash before _ _ _ the following year.
XI。 Rights and obligations of Party B
1. Party B is entitled to% equity in proportion to its capital contribution, with a monthly salary of RMB, and all other welfare benefits stipulated by the company.
2. Party B serves as the technical director of the company and is responsible for the operation of the newly established production line, including but not limited to R&D, production and technical guidance.
3. Party B guarantees that it has legal ownership of the technologies it has invested, and there is no infringement dispute after these technologies are put into production and operation by Party A; otherwise, Party B shall bear all the responsibilities. Party B also guarantees the advancement and feasibility of its shareholding technology and technical background in the same industry.
4. Party B shall not engage in business similar to or competitive with the Company in other places or in the name of others, or establish an enterprise similar to or competitive with the Company in any name without Party B's consent during his employment in the Company and within _ _ _ _ _ _ years after his resignation.
Party B shall not disclose, disclose or let others use the company's technological achievements (including the technology in which Party A shares), trade secrets or other intellectual property rights with or without compensation, or use them for purposes that are unfavorable to the company. Under the premise of observing the confidentiality system, Party B's use and disclosure in the company for the benefit of the company are not subject to this restriction.
5. As a shareholder, Party B enjoys the shareholder rights stipulated by law, including asking to check the financial accounts at any time and paying dividends according to the specified share.
6. In order to maintain the stability of the company, if Party B pledges, transfers or donates its equity to a third party for personal needs five years after the signing of this agreement, Party A and its shareholders have the preemptive right under the same conditions.
12. If additional investment is required according to the Articles of Association, or losses need to be made up due to operating losses, the other shareholders of Party A and Party B shall contribute in proportion to their shares.
Thirteen. responsibility for breach of contract
1. Party B is responsible for product research and development, while Party A provides all operating capital support and is responsible for the overall operation of the company, which is the basis of cooperation between the two parties. The following acts constitute a fundamental breach of contract:
(1) Party B or Party A violates the provisions on non-competition, or divulges, discloses or lets others use the company's technological achievements (including the technology in which Party B shares), trade secrets or other intellectual property rights, or uses them for purposes that are not conducive to the company without authorization, thus causing losses to the company;
(2) Without the consent of Party A, Party B refuses to provide technical guidance or stop technical research and development.
2. Default processing
(1) If either party violates the provisions on non-competition, or leaks, discloses or lets others use the company's technological achievements, trade secrets or other intellectual property rights, or uses them without authorization, thus causing losses to the company, and the amount is difficult to calculate, it shall pay the other party RMB _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
(2) If Party B's shareholding technology lacks advancement or feasibility in the same industry, or Party B refuses to provide technical guidance or stop technology research and development without Party A's consent, Party B shall pay Party A a liquidated damages of RMB 10000. ..
Fourteen intellectual property
During the cooperation period and within _ _ _ _ years after withdrawing from the cooperation, the intellectual property rights of inventions, utility models, designs, developed products and related products related to the company during the cooperation period belong to the company's job achievements or trade secrets, and their intellectual property rights belong to the company. If R&D is conducted in violation of the principle of non-competition, the intellectual property rights of the new achievements shall be owned by the company.
Fifteen. others
1. For matters not covered in the Articles of Association, both parties may make another agreement or sign a supplementary agreement. The Articles of Association and the Supplementary Agreement shall come into force at the same time as this Agreement. If the Articles of Association are different from this Agreement, this Agreement shall prevail. In case of conflict between this agreement and the supplementary agreement, the supplementary agreement shall prevail.
2. Disputes arising from the performance of this Agreement shall be settled by both parties through consultation. If negotiation fails, either party may bring a lawsuit to the people's court of _ _ _ _ _ _.
3. This agreement is made in duplicate, one for each party, and shall come into effect as of the date of signature or seal by both parties.
Party A (signature and seal):
Representative (signature):
Date of Signing: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Party B (signature and seal):
Representative (signature):
Date of Signing: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Technology investment cooperation agreement 3 Party A: _ _ _ _ _ ID number: _ _ _ _ _ _ _ _ _ ID number: _ _ _ _ _ _ _ _ _ ID number
Party B: _ _ _ _ _ ID number: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
On the basis of equality and voluntariness, through full consultation, Party A and Party B jointly establish _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
First, the way of cooperation:
The registered capital of the company is RMB _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
2. Cooperation projects: _ _ _ _ _ _ _ _ _ _ _ _
Three. Cooperation time
The cooperation time is permanent, counting from the effective date of signing this contract.
Four. Cooperation and division of labor:
1. Party B is responsible for the technical development, production training, production monitoring and product quality control of this project. Other responsibilities shall be borne 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, they have the right to check the accounts by verifying the original vouchers. If the accounts are suspicious, the parties cannot give a reasonable explanation, and all parties to the project have the right to pursue the economic and legal responsibilities of the parties. The original income and expenditure related to all accounts of the project, such as expenditure and income, must be signed by both parties and submitted to the financial administrator for accounting.
Verb (abbreviation for verb) technology and market secrecy;
During the cooperation period, without the consent of both parties to the project, no one may transfer technology and market content, cooperate with partners other than the two parties to the project or seek benefits for others, or disclose technology. 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.
Income distribution of intransitive verbs:
1. The profit of this project is divided according to the different shareholding ratios of the partners, of which Party A accounts for 80% and Party B accounts for 20%. Under the condition of ensuring the normal operation of the project, the year-end dividend will be paid once a year (annual 1 month divided into the dividend of the previous year). If it is necessary to retain profits in order to expand business operations, it must be agreed by both parties, and the retained part shall be calculated as the capital contribution of each party according to the shareholding ratio of both parties.
2. Considering Party B's personal situation, Party B has the right to advance salary, but this salary will be deducted from Party B's year-end dividend.
Seven. Cooperative guarantee
1. During the cooperation period, if either party 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 benefits due during the cooperation period (specifically, the responsible party shall compensate the injured party for all the benefits of the remaining contract period according to the average benefits due to the injured party from the date of cooperation to the time of the accident). And must abide by the technical and market confidentiality regulations, and shall not use or operate similar technical content and market content of this project locally. Otherwise, all parties to the project have the right to pursue 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. Upon the expiration of the cooperation period, the project partners are dissolved or the partners no longer cooperate, and the ownership of the project technology shall be determined by both parties through consultation.
Eight. Other matters:
1: The existing production equipment of Party B is funded by Party A. When the production equipment moves out of Party B's premises, Party A shall pay Party B * * * 2 10/0,000 yuan for the equipment.
2. The timely development and sample production during the production period shall be funded by Party A. After the qualified samples are produced, Party A shall pay Party B a monthly living allowance of 8,000 yuan.
3. If Party A refuses to pay Party B 8000 yuan for living expenses after making qualified samples, Party B has the right to terminate this contract.
Nine. This contract is made in duplicate, one for each party.
X other matters not covered shall be supplemented by both parties through consultation, and the supplementary terms shall have the same legal effect as this contract.
Party A: _ _ _ _ _ (signature) Party B: _ _ _ _ _ (signature)
Date: _ _ _ _ _ _ Date: _ _ _ _ _ _ _ _
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