Article I Shops and Business Matters
After the three parties examined and negotiated to determine the _____________ street partnership to open __________ store for _____________ business.
The operation period is from the ______ day of ______ month ______ to the ______ day of ______ month ______, and the use period *** counts for ______ years.
Article II Capital Contribution
1. Mode and Amount of Capital Contribution
A: Capital contribution of ______________, capital contribution of __________ yuan, accounting for __________% of the total amount of investment;
B: Capital contribution of ______________, capital contribution of __________, accounting for __________% of the total investment;
C: contributed with ______________, contributing __________, accounting for __________% of the total investment.
The partnership contribution*** amounted to RMB ____________. During the period of partnership, each partner's capital contribution is *** property and cannot be divided at will.
2. Payment Deadline
The capital contribution of each partner must be completed by ______, remitted to a bank card, with the card and password held by a designated person agreed upon by each party, and at least two persons must be present at the same time when the funds are used. The other partners have the right of supervision and verification.
Anyone who fails to make a contribution or fails to make a full contribution after the due date shall be disqualified from the partnership and shall be liable to pay compensation for any damage caused.
During the period of partnership, each partner's contribution shall be ****-owned property, and no partner shall be free to request for its division. After the termination of the partnership, each partner's contribution remains his/her personal property and shall be returned to him/her at that time.
Article 3 Rights of the partnership head and other partners
1. By the consensus of the three parties, ____________ shall be the head of the store. His/her authority is:
(1) Decide the business management policy and carry out the day-to-day management of the partnership business;
(2) Purchase common goods;
(3) Pay the partnership debts;
(4) _______________.
2. Rights of other partners:
(1) To participate in the management of the partnership business;
(2) To receive reports on the conduct of the business by the principals of the partnership;
(3) To inspect the partnership books and operations;
(4) To **** with the decision on major partnership matters;
(5) Other partners' rights as stipulated by the law. rights.
Article IV Distribution of Surplus and Assumption of Debt
1. The three parties of the partnership shall **** operate together, **** bear the risks, and **** be responsible for the profit and loss. The surplus of the enterprise shall be distributed in accordance with the proportion of their respective investments. The debts of the enterprise shall be borne in proportion to their respective investments. Any party to repay the external debt, the other party should be proportional to the other party within ten days to settle their own part of the burden.
2. Every month _________ is the dividend day, and the partners' meeting will be held at the same time. Monthly profit (total performance) after deducting all the expenses, and then deduct the administrative fee, depreciation and amortization (3 years as a calculation guideline for the renovation and hardware equipment renewal), is the net profit for the month.
3. Dividends are distributed according to the amount of monthly net profit. The card money is not included in the monthly performance account before consumption, and is kept by the company to maintain customer credit. Monthly finances, kept by party A, party B, party C supervision, monthly accounting signature, dividends.
Article V. Admission, withdrawal, transfer of capital contribution
1, new partners to join the partnership, the following conditions need to be met:
(1) need to recognize the contract;
(2) need to be agreed to by all the partners;
(3) implementation of the rights and obligations set out in the contract.
Other people may enter into the partnership, but must be agreed by the three parties, and the formalities for increasing the amount of capital contribution and the conclusion of a supplementary agreement. Supplementary agreement and this agreement have the same effect.
2, withdrawal
(1) with one of the following circumstances, in the case of not adversely affecting the operation of the store, you can withdraw from the partnership:
① written consent of all partners to withdraw from the capital;
② the expiration of the partnership period, do not agree to continue the business;
3 on the resolution of the major partnership affairs have objections;
4 There are other reasonable reasons.
(2) Withdrawal must be notified to the other partners one month in advance and agreed by all partners;
(3) After withdrawal, the settlement shall be made according to the status of the property at the time of withdrawal, and the settlement shall be made in monetary terms, regardless of the mode of contribution;
(4) If the withdrawal causes losses to the partnership without the consent of the contractors, compensation shall be made.
3. Transfer of Capital Contribution: Partners are allowed to transfer their capital contribution. In case of transfer, the partners have the right of priority. If the transfer is made to a third party other than the partners, the third party shall be treated as a partner, otherwise, the transferor shall be treated as a withdrawer.
Article 6 Termination and Liquidation of Partnership
1. The partnership is dissolved due to the following circumstances:
(1) expiration of the partnership term, except for the continuation of the performance as agreed by the partners;
(2) agreed by the three parties of the partnership;
(3) the store suffers from serious loss and it is difficult to be continued;
(4) revoked according to law;
(5) The occurrence of other reasons for the dissolution of the partnership as stipulated by laws and administrative regulations.
2, the liquidation of the partnership:
(1) the dissolution of the partnership shall be liquidated and creditors shall be notified;
(2) the liquidator shall be appointed by all the partners or with the consent of the majority of all the partners, within 15 days after the dissolution of the partnership to designate a partner or a partner **** with the liquidation or to appoint a lawyer, accountant and other third party, to act as the liquidator. 15 days. If the liquidator is not determined, the partners or other interested parties may apply to the People's Court to appoint a liquidator.
(3) The partnership property, after paying the liquidation expenses, shall be liquidated in the following order: wages and labor insurance expenses owed by the partnership to the recruited employees; taxes owed by the partnership; debts of the partnership; and the return of the partners' capital contributions.
(4) If there is any surplus after the liquidation, it shall be distributed in accordance with Article 6, Paragraph 1 of this Agreement.
(5) If there is a deficit in the partnership at the time of liquidation and the partnership property is not sufficient to settle the deficit, the surplus shall be distributed according to the method of distributing the surplus in the third paragraph of Article 6 of this Agreement. Each partner shall be liable for unlimited joint and several liability, and a partner shall have the right to recover from the other partners if the amount of liquidation exceeds the amount that he/she should be liable for due to his/her joint and several liability.
Article 7: Liability for breach of contract
Risk Tips: Liability for breach of contract
Because of the nature of partnership, it is impossible for the law of partnership to stipulate the liability for breach of contract of the partners, so it is recommended that the partners make clear provisions on the liability for breach of contract of the partners in the negotiation of the partnership agreement, so that the breach of contract can be enforced conveniently and the defaulter be required to comply with the agreement. Therefore, it is recommended that when negotiating the partnership agreement, the partners should make clear provisions on the liability of the partners for breach of contract, so that once the breach of contract occurs, it can be more convenient to execute and require the defaulter to bear the liability according to the agreement.
1. If a partner fails to pay the capital contribution on time or in full, he shall compensate the losses caused to other partners; if he fails to pay the capital contribution 15 days after the due date, he shall be treated as withdrawing from the partnership;
2. If a partner transfers his share of the property without the unanimous consent of the other partners, and if the other partners are unwilling to accept the transferee as a new partner, the transferring partner shall compensate the other partners for the losses caused by the transfer. shall compensate all the losses caused by the other partners as a result;
3. If a partner privately pledges his/her share of property in the partnership, his/her act shall be invalid, and if he/she causes losses to the other partners as a result of such pledge, the partner shall bear all the liabilities;
4. If a partner commits a serious violation of this Agreement or causes the dissolution of the partnership due to his/her gross negligence or due to the violation of the Partnership Law, he/she shall be liable to the other partners;
5. A partner who violates the provisions of Article 9 of this Agreement shall be compensated in full according to the actual losses incurred by the other partners, and those who fail to listen to the dissuasion may be removed from the partnership by the collective decision of the other partners.
Article VIII, the agreement dispute resolution
Where this agreement or all disputes related to this agreement, the partners *** with the negotiation, such as negotiation fails, to the store where the court through litigation.
Article X, Other
1, by consensus, the partners may amend this agreement or supplement the outstanding matters; supplement, modify the content of this agreement conflicts with the content of the supplement, modify the content shall prevail;
2, the new capital contract can be used as an integral part of this agreement;
3, this agreement is in triplicate, the partners each hold a copy of it, the three partnership agreements have the same content. The three partnership agreements have the same legal effect;
4. This agreement will come into effect after signed and sealed by all partners.
Party A: (Signature and handprint) Party B: (Signature and handprint)
________ Year ______ Month _______ ________ Year ______ Month _______
Party C: (Signature and handprint)
________ Year ______ Month _______