Catering share-holding contract
With the continuous development of the spirit of the rule of law, people pay more and more attention to contracts, and contracts may be used in any situation at any time, and signing contracts is also one of the most effective legal basis. So, have you mastered the format of the contract? The following is my carefully arranged catering shareholding contract. Welcome to read and collect it.
catering shareholding contract 1
party a:
contact information:
address:
contact information:
address:
through negotiation between party a and party b, it is agreed that party b will acquire shares for party a to develop _ _ _ _ _ _ _ _ _ _ _ _ _ _ industry.
II. Mode and amount of shares
1. The registered capital of the company is RMB _ _ _ _ _ _ _ _ _ (RMB).
2. this time, the company's capital is increased to _ _ _ _ _ _ _ _ _ yuan (RMB).
3. The mode of contribution is cash.
4. Mode of contribution, amount of contribution and shareholding ratio of all investors:
(1) Party A made the contribution of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
(2) Party B made the contribution of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
III. Rights and obligations of the parties to this agreement
1. The shareholders' meeting and the board of directors are formed according to the provisions of the Company Law, and the investors promise that the organization of the company, its methods of formation, functions and powers, rules of procedure, the appointment of legal representatives and financial accounting shall be formulated in accordance with the Company Law and other relevant national laws and regulations.
2. The liability of each investor is limited to the proportion of the capital invested, and the liability of each investor is limited to their respective contributions to the registered capital. After-tax profits of the Company shall be shared by all parties in proportion to their contributions to the registered capital.
3. after the establishment of the company's capital increase and share expansion, it shall open a temporary company account in the bank within _ _ _ _ days. Where a shareholder makes capital contribution in cash, he shall deposit his capital contribution in full into the company's temporary account within _ _ _ _ days after the company's temporary account is opened.
4. the parties to this agreement shall not disclose the contents of this agreement without the written consent of other parties (except for the service personnel of this agreement, the personnel authorized to engage in matters related to this agreement and the personnel who must know according to the law).
IV. Other matters that investors think need to be agreed upon
1. Set up a company preparatory group, with members sent by shareholders, and the shareholder representative who is the legal representative as the team leader, and organize the drafting of various documents for applying for the establishment of the company.
2. The shareholder who is the legal representative shall pay the preparatory expenses in advance, and the expenses shall be borne by the company after its establishment.
3. The above-mentioned shareholders entrust the legal representative to act as the agent for the registration of the bidding company.
V. Modification, alteration and termination of this agreement
1. Once this agreement is signed, the investors shall not withdraw their shares or withdraw their capital, but they are allowed to purchase, transfer and merge with each other or with other investors.
2. Any modification or change to this Agreement and its supplementary agreement shall come into effect only after all investors * * * sign the written agreement.
VI. Liability for breach of contract
1. If all investors fail to fulfill their capital contribution obligations agreed in this agreement on time, it will be deemed that the breaching party unilaterally terminates this agreement, and other observant parties have the right to cancel the shareholder qualification of the breaching party by written decision, and the investment amount made by the breaching party will be compensated to the observant party as liquidated damages. If the defaulting party fails to contribute, the other observant parties have the right to cancel the shareholder qualification of the defaulting party with a written decision, and have the right to investigate the defaulting party's liability for breach of contract according to the amount of contribution that the defaulting party should make.
2. if the investors violate other agreements in this agreement, it will be deemed that the breaching party unilaterally terminates this agreement, and other observant parties have the right to cancel the shareholder qualification of the breaching party by written decision, and the amount of investment made by the breaching party will be compensated to the observant party as liquidated damages.
VII. Settlement of Disputes
All disputes arising from or related to the execution of this Agreement shall be settled by both parties through friendly negotiation; If negotiation fails, either party has the right to bring a lawsuit to the people's court of _ _ _ _ _.
VIII. Matters not covered in this Agreement
1. A supplementary agreement shall be signed separately by all investors, which is an effective part of this Agreement and has the same legal effect as this Agreement.
2. in case of any conflict between the contents of any agreement negotiated between the parties before the signing of this agreement and this agreement, the contents stipulated in this agreement shall prevail.
IX. Others
This agreement shall come into force as of the date of signature by all investors. The original is in _ _ _ copies, each party holds _ _ _ copies, and each copy has the same legal effect.
party a (signature or seal):
date of signing: _ _ _ _ _ _ _ _ _ _ _
place of signing:
party a (signature or seal):
date of signing: _ _ _ _ _ _ _ _ _ _. > ID number:
Contact information:
On the basis of equality, voluntariness, mutual benefit and consensus, Party A and Party B have reached a cost agreement on Party B's participation in Party A in the form of product technology investment held by Party B, so as to comply with it:
1. Party B's legally held product technology, including but not limited to product technology, as well as its own technology and other intellectual achievements and technical solutions developed on this basis in the future.
ii. current situation of party a
party a's company was established on _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
3. it is determined by both parties through negotiation that the production line will be built with the technology held by party b, and after party b shares in the technology, it will acquire _ _ _ _% of the shares of party a ..
iv. 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 Party A enjoys the ownership of its technology. The newly invested production line and its products shall be financially independent, accounted separately and distributed with dividends in proportion.
VI. Within _ _ _ _ _ days after the signing of this agreement, Party A and Party B shall go through the formalities of equity change in the industrial and commercial department.
VII. The term of this Agreement and the restrictions of Party A and Party B on the pledge, transfer and donation of the company's equity shall be separately stipulated in the Articles of Association.
VIII. Party B promises to abide by the company system, give full play to its specialty, perform its duties and exercise its authority within the scope of its post authority, and participate in Party A's management, production and operation activities according to its share of shares.
IX. 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 the request of party B .. Party A shall pay dividends to Party B according to the shares held by Party B in accordance with the law, and the payment form shall be paid in cash before _ _ _ _ _ _ of the following year.
Xi. Rights and obligations of Party B
1. Party B enjoys the legal rights of _ _ _ _% of the equity in proportion to its capital contribution, and enjoys a monthly salary of RMB _ _ _ _ _ yuan 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 new production line, including but not limited to research and development, production and technical guidance.
3. Party B guarantees that it has legal ownership of the technology it has invested in, and that there will be no infringement disputes after these technologies are put into production and operation of Party A, otherwise Party B will take full responsibility. Party B also guarantees the advancement and feasibility of its shareholding technology and technical background in the same industry.
4. During the company's stay and within _ _ _ _ years after leaving the company, Party B shall not, without Party B's consent, engage in other places or engage in similar or competitive business with the company in the name of others in any name, or set up an enterprise with similar or competitive business with the company in any name.
5. Party B shall not leak, disclose, 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 not beneficial to the company. Under the premise of observing the confidentiality system, Party B's use and disclosure behavior within the company for the benefit of the company is not subject to this restriction.
6. As a shareholder, Party B enjoys the rights stipulated by law, including requesting to check the financial accounts at any time, and paying dividends according to the specified shares and the shareholding ratio.
7. in order to maintain the stability of the company, if party b pledges, transfers or donates its equity to a third party due to personal needs, party a and its shareholders shall have the preemptive right under the same conditions.
XII. if the company needs to make additional investment according to the articles of association or needs to make up for losses due to operating losses, the other shareholders of party a and party b shall bear the capital contribution in proportion to the equity.
XIII. Liability for breach of contract
1. Party B is responsible for product research and development, and Party A provides all operating financial 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 without authorization for purposes that are not beneficial to the company, thus causing losses to the company.
(2) without the consent of party a, party b refuses to provide technical guidance or stops technical research and development.
2. Handling of breach of contract:
(1) If either party violates the non-competition regulations, or divulges, discloses or lets others use or unauthorized use of the company's technical achievements, which is not beneficial to the company's purposes, thus causing losses to the company, and it is difficult to calculate the amount, it shall pay the other party a penalty of RMB _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ If it constitutes infringement on the company, the company has the right to investigate the responsibility according to _ _ _ _ _% of the sales of the infringing products.
(2) If Party B's shareholding technology lacks advancement or feasibility in the same industry, or Party B refuses to provide technical guidance or stops technology research and development without Party A's consent, Party B shall pay a penalty of RMB 11,111.11 Yuan to Party A..
XIV. Intellectual property rights
The inventions, utility models, designs, developed products and related intellectual property rights of products related to the company during the cooperation period and within years after Party B withdrew from the cooperation period all belong to the company's job achievements or trade secrets, and its intellectual property rights belong to the company. If R&D is carried out in violation of the prohibition of competition, the intellectual property rights of the new achievements belong to the company.
XV. Other
1. Matters not covered herein can be otherwise agreed by both parties through the Articles of Association or by signing a supplementary agreement. The Articles of Association and the supplementary agreement shall take effect together with this agreement. If the Articles of Association are different from this agreement, this agreement shall prevail. If there is any conflict between the provisions of 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 of _ _ _ _ _ _ _ _ _.
3. this agreement is in _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
party a (seal):
legal representative (signature):
date of signing: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
place of signing:
party b (signature or seal):
date of signing: _ _ _. CertificateNo.:
Party B:
Address:
IDNo.:
Party C:
Address:
IDNo.:
At present, since Party A takes advantage of its own fund management and Party B and Party C use its own catering processing technology, Party A, Party B and Party C are on the basis of equality, voluntariness, mutual benefit and consensus.
2. The registered capital of the project company is RMB.
3. The main business items of the project company are.
4. the specific establishment and preparatory work of the project company shall be arranged by party a, and relevant expenses shall be included in the company's start-up expenses.
II. Contributions made by all parties
1. Party B and Party C agree to use their exclusive right to use catering processing technology and their long-term labor services as contributions.
2. Party A's contribution in cash is RMB Yuan, which shall be completed within years from the date of establishment of the company according to the needs of the company's business development.
3. As the capital contribution of Party B and Party C is only the right to use, they, as technical shareholders, only enjoy the profit distribution right of the company, but not the management right. The equity of Party B and Party C shall not be transferred or pledged.
4. The company distributes the after-tax profit of the previous year in January every year. If it is necessary to retain profits for expanding business operations, it can be done only through Party A.. For financing such as angel round, A round, B round and C round that the company needs in its future development, the shareholders are willing to sell their shares in the same proportion and dilute their shares to obtain the funds needed for the company in each development stage. After receiving the equity, multiple shareholders may not engage in the production and operation of similar products of the company in their own names or actually and sign relevant agreements during the year.
5. Party B and Party C guarantee that the technology is highly competitive in the market. At the time of signing the contract, the catering processing technology held by it was not applied to the production of other enterprises through any channels, and the ownership of the technology was completely owned by Party B and Party C, and there was no ownership dispute.