How to write a partnership contract?
1. Basic information of all partners, including name, gender, nationality, date of birth, residence and ID number;
2. Generally speaking, the main contents of a partnership contract include the following:
(1) The contracting entity of the partnership, namely the partner;
(2) the name or shop name of the partnership enterprise.
(3) The scope and duration of the partnership enterprise;
(four) the specific way and proportion of partnership investment;
(five) the way and proportion of profit distribution and debt commitment;
(6) Agreements on accession, withdrawal and transfer;
(seven) the person in charge of partnership affairs and their implementation;
(8) Rights and obligations of partners;
(9) Termination and liquidation of the partnership.
(10) Liability for breach of contract;
(1 1) dispute settlement;
(12) Other agreements.
3. The above agreement is correct, and comes into effect after being signed by all parties and fingerprinted.
The attached template is as follows:
Party A: _ _ _ _ _ _ ID number:
Party B: _ _ _ _ _ _ ID number:
Party C: _ _ _ _ _ ID number:
Through friendly negotiation, Party A, Party B and Party C have reached the following cooperation agreement on * * * and bar operation:
Article 1: the purpose of the partnership
Make use of the advantages of partners' own fund management and some gaps in the comprehensive services needed by the bar consumer market to operate the bar, so that partners can create labor results and share economic benefits through legal means.
Article 2:
Partner name:
Main place of business:
The name of the partnership law firm is:
The place of business is located at:
Article 3: Cooperation Projects and Scope
The business items are featured bars, including tobacco and alcohol sales, Chinese and western simple meals, chess and cards, etc. Here, you can fill in the appropriate items according to your cooperation with partners.
Article 4: Term of Cooperation
The term of the partnership enterprise is _ _ _ _ _ _ _ _ _ years.
Article 5: Amount, Method and Term of Contribution
The first part:
Party A is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Party B _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Party C is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
The second part:
The capital contribution of all partners shall be paid in full before _ _ _ _ _ _ _ _ _ _ _.
The third part:
The contribution of this partnership is RMB _ _ _ _ _ _ _. During the partnership, 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 will still be owned by the individual and will be returned on the day of termination of the agreement or at the time agreed by the partners.
Article 6: Surplus, salary distribution, bonus distribution and debt commitment
1, salary distribution:
2. Bonus distribution: With the deepening of the partnership and considerable profits, bonuses will be paid at the end of the year, and the amount of bonuses will be decided by the partners through consultation according to their income and personal contributions.
3. Income distribution: the income excluding operating costs, daily expenses, wages, bonuses and taxes payable is net profit, that is, the partnership income-generating surplus, which is the focus of partnership distribution and will be distributed according to the proportion of partners' capital contribution.
4. Debt commitment: the debts arising from the operation of the partnership enterprise shall be repaid in priority by the property of the partnership enterprise; If the partnership property is insufficient to pay off, it shall be borne in proportion to the capital contribution of each partner.
Article 7: Access, Withdrawal and Transfer of Capital Contribution
Part I: Occupation
1. The new partner must obtain the consent of all partners and shall not make a decision without authorization.
2. The new partner shall 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 shall be jointly and severally liable for the debts of the partnership before joining the partnership.
Part II: Quitting the Partnership
1, voluntarily quit. During the operation period, a partner may withdraw from the partnership under any of the following circumstances:
The reasons for withdrawing from the partnership arise, and all the partners agree to withdraw from the partnership in writing, making it difficult for the partners to continue to participate in the partnership.
If a partner withdraws from the partnership without authorization and causes losses to the partnership, it shall compensate all the losses of the other partners.
2. Of course, resign.
Of course, withdrawal refers to withdrawal caused by some objective circumstances. In any of the following circumstances, the partner will of course withdraw:
A person who is dead or legally declared dead or legally declared as having no capacity for civil conduct loses the ability to pay off debts, and all the property shares in the partnership are enforced by the people's court.
The effective date of withdrawal under the above circumstances is the actual withdrawal date.
3. Quit.
Withdrawing from the partnership is also called expelling from the partnership, which means that other partners decide to remove the partner from the partnership if there are legal reasons for the partner.
Under any of the following circumstances, with the unanimous consent of other partners, a resolution can be made to replace the partner:
Failure to fulfill the obligation of capital contribution due to intentional or gross negligence, improper behavior in the execution of partnership affairs and other reasons stipulated in the partnership agreement, resulting in economic losses to the partnership enterprise.
The resolution on the removal of a partner shall be notified in writing to the removed celebrity. The removed celebrity shall take effect from the date of receiving the notice of removal, and the removed celebrity shall withdraw from the partnership. If the removed celebrity refuses to accept the resolution of removal, he may bring a lawsuit to the people's court within 30 days from the date of receiving the notice of removal.
After a partner withdraws from the partnership, other partners and quitters shall conduct liquidation according to the property status of the partnership at the time of withdrawal.
Part III: Transfer of Capital Contribution
Allow partners to transfer all or part of their property shares in the partnership. Under the same conditions, other partners have the priority to be assigned. If it is transferred to a third party other than a partner, the third party shall be regarded as a new partner, otherwise the transferor shall be regarded as withdrawing shares. A third party other than a partner who receives a share of the partnership property shall become a partner of the partnership after amending the partnership agreement.
Article 8: The person in charge of the partnership and the execution of partnership affairs
All partners decide to entrust Party A as the person-in-charge of the partnership, and its functions and powers are:
Carry out foreign business and sign contracts; Overall daily management of cooperative projects; Set operating prices and purchase commonly used commodities; Pay off the partnership debt.
Article 9: Rights and obligations of partners
Part I: Rights of Partners
1. The decision-making power, supervision power and specific business activities of partnership affairs shall be decided by the partners. No matter how much capital is contributed, everyone has the right to vote, and major issues can only be implemented with the consent of partners who account for more than two-thirds of the capital contribution;
2. Partners have the right to distribute the benefits of the partnership;
3. Partners shall distribute the partnership interests according to the proportion of capital contribution or in accordance with the agreement, and the property accumulated by the partnership shall be owned by the partners.
4. Partners have the right to quit.
Part II: Obligations of Partners
Maintain the unity of partnership property in accordance with the partnership agreement; Share the debts of the partnership's operating losses; Be jointly and severally liable for the partnership debts.
Article 10: prohibited acts
1. Without the consent of all partners, it is forbidden for any partner to conduct business activities in the name of partnership without permission; If the benefits obtained from its business belong to all partners, the losses caused by it shall be fully compensated by the partners themselves;
2. It is forbidden for partners to participate in business similar to or competing with this partnership project;
3. Unless otherwise agreed in the partnership agreement or agreed by all partners, partners may not conduct transactions with the partnership;
4. Partners shall not engage in activities that harm the interests of the partnership.
Article 11: Continued operation of the partnership enterprise
1. If you quit the partnership, the remaining partners have the right to continue to operate the business of the original enterprise in the name of the original enterprise, or they can choose and recruit new partners to join the business;
2. In the case of the death or declaration of death of a partner, the heir of the deceased partner may, at his choice, return the share of the property that the heir should inherit and continue to operate; You can also accept the heir as a new partner to continue the business in accordance with the partnership agreement or with the consent of all partners.
Article 12: Termination and liquidation of partnership enterprises
1. The partnership is dissolved due to the following circumstances:
The partnership term expires; All partners agree to terminate the partnership; There is no legal number of partners; The partnership affairs have been completed or cannot be completed; Being revoked according to law; Other reasons for the dissolution of the partnership as stipulated by laws and administrative regulations occur.
2. Partnership liquidation.
Legal basis: Article 100 of the Civil Code of People's Republic of China (PRC).
Urban and rural cooperative economic organizations have obtained legal person status according to law.
Where laws and administrative regulations provide for urban and rural cooperative economic organizations, such provisions shall prevail.
Article 855
The parties to a cooperative development contract shall make investment in accordance with the agreement, including technology investment, division of labor to participate in research and development, and cooperative research and development.
Article 856
If the parties to a cooperative development contract violate the agreement, resulting in stagnation, delay or failure of research and development, they shall be liable for breach of contract.