装饰公司合作协议合伙合同 根订立合同各合伙人

装饰公司合作协议合伙合同 根订立合同各合伙人: 姓名____,性别____,年龄____,住址______。 (其它合伙人按上列项目顺序填写)

第一条 合伙宗旨 ____________ 第二条 合伙经营项目和范围 ____________ 第三条 合伙期限 合伙期限为____年,自____年____月____日起,至____年____月____日止。

第四条 出资额、方式、期限 1.合伙人____(姓名)以____方式出资,计人民币____元。 (其它合伙人同上顺序列出) 2.各合伙人的出资,于____年____月____日以前交齐。逾期不交或未交齐的,应对应交未交金额数计付银行利息并赔偿由此造成的损失。 3.本合伙出资共计人民币____元。合伙期间各合伙人的出资仍为共有财产,不得随意请求分割。合伙终止后,各合伙人的出资仍为个人所有,届时予以返还。 第五条 盈余分配与债务承担 1.盈余分配,以____为依据,按比例分配。 2.债务承担:合伙债务先由合伙财产偿还,合伙财产不足清偿时,以各合伙人的____为据,按比例承担。 第六条 入伙、退伙,出资的转让 1.入伙:①需承认本合同;②需经全体合伙人同意;③执行合同规定的权利义务。 2.退伙:①需有正当理由方可退伙;②不得在合伙不利时退伙;③退伙需提前____月告知其它合伙人并经全体合伙人同意;④退伙后以退伙时的财产状况进行结算,不论何种方式出资,均以金钱结算;⑤未经合伙人同意而自行退伙给合伙造成损失的,应进行赔偿。 3.出资的转让:允许合伙人转让自己的出资。转让时合伙人有首先受让权,如转让合伙人以外的第三人,第三人应按入伙对待,否则以退伙对待转让人。 第七条 合伙负责人及其它合伙人的权利 1.____为合伙负责人。其权限是:①对外开展业务,订立合同;②对合伙事业进行日常管理;③出售合伙的产品(货物)、购进常用货物;④支付合伙债务;⑤______。 2.其它合伙人的权利:①参予合伙事业的管理;②听取合伙负责人开展业务情况的报告;③检查合伙帐册及经营情况;④共同决定合伙重大事项。 第八条 禁止行为 1.未经全体合伙人同意,禁止任何合伙人私自以合伙名义进行业务活动;如其业务获得利益归合伙,造成损失按实际损失赔偿。 2.禁止合伙人经营与合伙竞争的业务。 3.禁止合伙人再加入其它合伙。 4.禁止合伙人与本合伙签订合同。 5.如合伙人违反上述各条,应按合伙实际损失赔偿。劝阻不听者可由全体合伙人决定除名。 第九条 合伙的终止及终止后的事项 1.合伙因以下事由之一得终止:①合伙期届满;②全体合伙人同意终止合伙关系;③合伙事业完成或不能完成;④合伙事业违反法律被撤销;⑤法院根据有关当事人请求判决解散。 2.合伙终止后的事项:①即行推举清算人,并邀请____中间人(或公证员)参与清算;②清算后如有盈余,则按收取债权、清偿债务、返还出资、按比例分配剩余财产的顺序进行。固定资产和不可分物,可作价卖给合伙人或第三人,其价款参与分配;③清算后如有亏损,不论合伙人出资多少,先以合伙共同财产偿还,合伙财产不足清偿的部分,由合伙人按出资比例承担。 第十条 纠纷的解决 合伙人之间如发生纠纷,应共同协商,本着有利于合伙事业发展的原则予以解决。如协商不成,可以诉诸法院。 第十一条 本合同自订立并报经工商行政管理机关批准之日起生效并开始营业。 第十二条 本合同如有未尽事宜,应由合伙人集体讨论补充或修改。补充和修改的内容与本合同具有同等效力。 第十三条 其它 ______________________

第十四条 本合同正本一式____份,合伙人各执一份,送____各存一份。 合伙人:____(盖章) (略) __年__月__日

-------------------------------------------装饰公司合作协议范本

 

第二篇:合伙公司英文版合同

Chapter 1 General Provisions

In accordance with the Law of the People's Republic of China on

Chinese-Foreign Cooperative Joint Ventures and other relevant Chinese

laws and regulations, party A and party B , in accordance with the

principle of equality and mutual benefit and through friendly

consultations, agree to jointly set up a western-style restaurant in

Zhejiang province in China。

Chapter 2 Parties of the Cooperative Venture

Article 1Parties to this contract are as follows:

Party A: Name: Position: Nationality:

Telephone E-mail

Party B: Name: Position: Nationality:

Telephone E-mail

Chapter 3 Establishment of the Cooperative Venture Company

Article 2 In accordance with the Cooperative Venture Law and other relevant Chinese laws and regulations, both parties of the Cooperative venture agree to set up The Blue-Luna Western-style food service Cooperative venture limited liability company(hereinafter referred to as the Cooperative venture company).

Article 3The name of the Cooperative venture company is The Blue-Luna Western-style food

Limited Liability Company. The name in foreign language is蓝月亮西式餐饮服务有限公司. The legaladdress of the joint venture company is at 400#Liuhe street Hangzhou(city) Zhejiang province.

Article 4 All activities of the Cooperative venture company shall be governed by the laws, decrees and pertinent rules and regulations of the People's Republic of China.

Article 5 The organization form of the Cooperative venture company is a

limited liability company. The profits, risks and losses of the Cooperative venture company shall be shared by the parties according to the relevant provisions thereafter.

Chapter 4 The Purpose, Scope and Scale of Production and Business

Article 6 The goals of the parties to the Cooperative venture are to strengthen the capital strength,raise the service level,to provide the community a higher quality service of western-style food.

Article 7 The productive and business scope of the Cooperative venture company is Article 7 the joint venture company production and business scope is:

Provide special western food, coffee, drinki, teacookies.

Provide additional services: books and newspapers free lending, wireless network free using.

Research and development of special food: global food correspondents, try to provide the newest and hottest food over the world. Local researchers analyze the sent samples , the Chef of the restaurant will improve and push out .

Article 8 The production scale of the Cooperative venture company is as follows:

1. The service capacity after the Cooperative venture is put into operation is supplying 100 consumers at the same time

2. The service scale may be increased up to supplying 100 consumers at the same time with the development of the production and operation. The service varieties may be added into Dessert, ice cream, buffet.

Chapter 5 Total Amount of Investment and the Registered Capital

Article 9The total amount of investment of the Cooperative venture company is RMB1000,000

Article 10 The registered capital of the joint venture company is RMB 500,000.

Article 11 Party A and Party B will contribute the following to the cooperative venture:

Party A:

Cash 250,000 ;

machines and equipment 50.000Yuan;

business shop one-year lease contract: 150,000Yuan

in a total:450000Yuan.

Party B:

Cash150,00Yuan ;

proprietary technology of manufacturing methods for special western-style food 100,000Yuan;

one-year Party b slef-service as a restaurant master contract:100,000Yuan

in a total:650,000Yuan.

Article 12 The right to the use of site contributed by Party A shall be for the use of the cooperative venture company within 3 stages after the approval of the contract. The cash contributed by Party B shall be paid in installment. Each installment shall be as follows:

The first stage: party a 150,000Yuan and party b 150,000Yuan (paid in 30 days);

The second stage: party a 50,000Yuan and party b 50,000Yuan (paid in 60 days);

The second stage: party at 50,000Yuan and party b 50,000Yuan (paid in 90 days).

Article 13 when part a or part b, transfer all or part of its capital contribution to the third party, must be approved by the other party agreed to,and tell the approval authority for approval. When a party transfer all or part of its capital contribution, the other party has a preemptive right under the same conditions.

Chapter 6 Responsibilities of Each Party to the Joint Venture

Article 14 Party A and Party B shall be respectively responsible for the following matters: Responsibilities of Party A:

Handling of applications for approval, registration, business license and other matters concerning the establishment of the cooperative venture company from relevant departments in charge in China;

Processing the application for the right to the use of a site to the authority in charge of the land; Organizing the design and construction of the premises and other engineering facilities of the cooperative venture company;

Assisting the cooperative venture company in contacting and settling the fundamental facilities such as water, electricity, transportation etc.;

Responsible for handling other matters entrusted by the cooperative venture company.

Responsibilities of Party B:

Providing cash, machinery and equipment, industrial property... in accordance with the provisions of Article 11 and Article 12, 13, and responsible for shipping capital goods such as machinery and equipment etc. contributed as investment to a Chinese port;

Providing necessary technical personnel for installing, testing and trial production of the equipment as well as the technical personnel for production and inspecting;

Training the technical personnel and workers of the cooperative venture company;

Responsible for other matters entrusted by the joint venture company.

Chapter 7 Labour Management

Article 15 Labor contract covering the recruitment, employment, dismissal and resignation, wages, labor insurance, welfare, rewards, penalties and other matters concerning the staff and workers of the cooperative venture company shall be drawn up between the cooperative venture company and the trade union of the cooperative venture company as a whole, or the individual employees in the cooperative venture company as a whole or individual employees in accordance with the law

of the People's Republic of China on Chinese-Foreign Cooperative Joint Ventures. The labor contracts shall, after being signed, be filed with the local labor management department.

Article 16 The appointment of high-ranking administrative personnel recommended by both parties, their salaries, social insurance, welfare and the standard of travelling expenses etc. shall be decided by both directors。

Chapter 8 Equipment purchase

Article 17 If the joint venture company need to buy the machinery、equipment, raw materials, fuels, accessories set and office supplies, etc, both sides should know, then to purchase.

Chapter 9 Taxes, Finance and Audit

Article 18

1.The cooperative venture company shall pay taxes in accordance with the provisions of Chinese laws and other relative regulations.

2.Staff members and workers of the cooperative venture company shall pay individual income tax according to the Individual Income Tax Law of the People's Republic of China.

3.The joint venture companies in accordance with the law of the People's Republic of sino-foreign equity joint venture law provisions of the

reserve funds, enterprise development fund and worker welfare award fund every year, and the proportion of extraction decided by both sides according to company management.

Chapter 10 Duration of the Cooperative Venture

Article 19 The duration of the cooperative venture company is 1 years. The establishment date of the joint venture company shall be the date on which the business license of the cooperative venture company is issued.

Article 20 An application for the extension of the duration, proposed by one party and unanimously approved by the both sides, shall be submitted to the Ministry of Foreign Trade and Economic Cooperation (or the examination and approval authority entrusted by it) six months prior to the expiry date of the joint venture.

Chapter 11 the joint venture expires property processing

Article 21 The joint venture expires or terminates the joint venture, the joint venture company shall conduct liquidation according to law, the liquidation after the property, party A and party B should according to the proportion of investment distribution.

Chapter 12 Insurance

Article 22 Insurance policies of the joint venture company on various kinds of risks shall be underwritten with the Ping An Insurance Company. Types, value and duration of insurance shall be decided by the both directors in accordance with the provisions of the People's Insurance Company of China.

Chapter 13 Amendment, Alteration and Termination of the Contract

Article 23 The amendment of the contract or other appendices shall come into force only after a written agreement has been signed by Party A and Party B and approved by the original examination and approval authority.

Chapter 14 Liability for Breach of Contract

Article 24 Should either Party A or Party B fail to provide on schedule the contributions in accordance with the provisions defined in Chapter 5

of this contract, the party in breach shall pay to the other party 10% of the contribution starting from the first month after exceeding the time limit.

Article 25 In order to guarantee the performance of the contract and its appendices, both Party A and Party B shall provide each other with bank guarantees for performance of the contract within 15 days after the contract comes into force.

Chapter 15 Force Majeure

Article 26 Should either of the parties to the contract be prevented from executing the contract by force majeure, such as earthquake, typhoon, flood, fire, war or other unforeseen events, and their occurrence and consequences are unpreventable and unavoidable, the prevented party shall notify the other party by telegram without any delay, and within 15 days thereafter provide detailed information of the events and a valid document for evidence issued by the relevant public notary organization explaining the reason of its inability to execute or delay the execution of all or part of the contract. Both parties shall, through consultations, decide whether to terminate the contract or to exempt part of the obligations for implementation of the contract or whether to delay the execution of the

contract according to the effects of the events on the performance of the contract.

Chapter 16 Applicable Law

Article 27 The formation, validity, interpretation, execution and settlement of disputes in respect of, this contract shall be governed by the relevant laws of the People's Republic of China.

Article 28 any conflictment and arguement ralated with this contract dispute shall submit to the arbitration commissionthe, the arbitration award shall be final and binding in both parties.

Chapter 17 Settlement of Disputes

Article 28 Any disputes arising from the execution of, or in connection with, the contract shall be settled through the law-related consultations between both parties. The arbitral award is final and binding upon both parties.

Article 29 During the arbitration, the contract shall be observed and enforced by both parties except for the matters in dispute.

Chapter 18 Language

Article 30 The contract shall be written in Chinese and in English. Both language versions are equally authentic. In the event of any discrepancy between the two aforementioned versions, the Chinese version shall prevail.

Chapter 19 Effectiveness of the Contract and Miscellaneous Article 31 The appendices drawn up in accordance with the principles of this contract are integral parts of this contract, including: the project agreement, the technology agreement, the sales agreement etc.

Article 32 The contract and its appendices shall come into force commencing from the date of approval of the related departments.

Article 33 Should notices in connection with any party's rights and obligations be sent by either Party A or Party B by telegram or telex, etc., the written letter notices shall be also required afterwards. The legal addresses of Party A and Party B listed in this contract shall be the posting addresses.

Article 34 The contract is signed in _HangZhou______, China by the authorized representatives of both parties

For Party A For Party B

(Signature) (Signature)

Chapter 10 Business Management Office

Article 26 The cooperative venture company shall establish a management office which shall be responsible for its daily management. The management office shall have a chief manager, chief catering and logistics management personnel. The general manager, chief catering and logistics management personnel, whose terms of office is 1 years shall be appointed by Party

A and Party B.

Article 27 The responsibility of the general manager is to carry out the decisions of the board and organize and conduct the daily management of the cooperative venture company.

Chief catering is responsible for the daily work of restaurant food. Logistics management is responsible for the daily service work.

Article 29 In case of graft or serious dereliction of duty on the part of the general manager and deputy, Party A and Party B shall have the power to dismiss them at any time.

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