Party a: XX

Party b: XX

Through consultation between Party A and Party B, the following cooperation intentions are reached on the principle of mutual benefit:

1. Both parties shall strictly abide by the national laws and regulations and the rules and regulations of the registered company. Qi Xin shall make concerted efforts to maximize the company's development and interests, and shall not act against the interests of the state and the company. During the service for the new company, both parties shall not engage in other cooperation or technical services with other companies in the same industry. When one party needs to engage in other technical cooperation or services, it must obtain the consent of the other party, otherwise it will bear additional responsibilities, and in serious cases it will bear criminal responsibility.

2. Cooperate to set up a new company. Both parties will use the existing * * * * registered company without changing the previous legal person and company nature for the time being. After the cooperation, the personnel will be appropriately adjusted to achieve the purpose of mutual supervision and mutual restriction under the same goal; At present, the registered capital of * * * company is 5 million, and the registered capital will not be increased after the cooperation.

RMB 654.38+10,000 yuan invested by Party B during the cooperation period will not participate in the registered capital for the time being, but will only be used as a guarantee for Party B's sales commitment; When Party B fails to reach 50% of the promised sales within half a year after the cooperation, Party A has the right to return the deposit to Party B and terminate this cooperation intention, that is, the cooperation ends, but before the termination, both parties must be responsible for their respective debts, and Party B shall bear the debts alone, and * * * Company will not bear any responsibilities.

3. Management of the new company. The management of the new company follows all the existing management systems and sales and production evaluation systems of * * *. For the sales of the company's directors, the directors do not draw any sales commission, but the business trip is carried out in accordance with the existing system of * * * * and strictly observed. The company management system is attached, which is the annex of the letter of intent.

4. In terms of staffing, the staffing of the new company will be based on the following principles and existing staffing. The legal person is the existing * * *, the chairman is * * *, the general manager is * * *, and the deputy general manager is also the production supervisor.

At the same time, a board of directors is set up to discuss and decide major decisions, and the principle that the minority is subordinate to the majority is followed. The board of directors is composed of * * * * * * and others, and all system modifications, personnel promotion and middle-level personnel transfer in the later period must be voted at the board meeting.

5. Financial management: The financial personnel shall be held by all partners, and the company seal and special financial seal shall also be managed separately. All financial management systems shall comply with relevant national laws and regulations, and the finances shall be kept by hand and computer. The weekly report of the company shall be submitted to the general manager and deputy general manager before going to work every Friday, and the financial process shall also follow the existing workflow of * * * *.

6, the operation of the company, after the establishment of the new company, the normal operation of the expenses paid by the original * * * * company, production management by * * * *, sales affairs by * * * *, procurement by * * * * personnel, or by * * * * is responsible for the supervision and management of the original * * personnel or appointed personnel for approval.

7. For the post-sales of the new company, * * * will be responsible for the sales work, and the sales management will follow the management mode of * * * *. In other later stages, with the expansion of scale and the development of the company, new sales staff will be introduced and the current sales management measures of * * * * * will be followed (see annex). However, when selling with * * * *, the price is tentatively set at 20% above the product cost price (including tax).

8. The venue of the new company is temporarily located in * * * * *, and the venue rent is temporarily paid by * * * *, but the rent is included in the input cost of the new company, and is included in the cost input at the year-end settlement.

9, capital budget, investment in fixed assets, equipment * * * * *; Buy two cars to facilitate procurement and logistics transportation, with an estimated 350,000; Labor wages, the annual salary is estimated to be * * * * * 350,000 yuan, the working capital is 200,000 yuan, the workshop rent is 300,000 yuan, and the total investment is estimated to be 6.5438+0.5 million yuan.

10. Annual profit dividend. Option 1 (Party A's opinion): Dividend according to the shareholding ratio. * * * * The original registered capital is not included in the share-sharing ratio, but only included in the total investment of fixed capital in the later period, and the year-end bonus for Party B's technicians is also included in the cost, so the profit dividend is for all net profits that are not included in the cost.

Option 2 (Party B's suggestion): 565,438+0% of the original net profit, and 49% of the net profit is drawn from * * * * *, of which 49% of * * * * * includes (* * * * * * * * employee year-end benefits; Based on the principle of complementary advantages, the two sides conduct joint ventures to further occupy the market and maximize the profit space.

To this end, profit sharing will be further negotiated and discussed at the end of the year. Considering the expansion and expansion of the scale in the later period, the board of directors will be held every year before the profit distribution to discuss whether to expand the capital in the later period, but for the development of the new company.

Within three years, both parties shall not pay dividends or increase capital. However, if one party violates the company's development or fails to fulfill its promise, the breaching party will be released from the cooperation relationship and compensate for the losses caused thereby.

1 1. The company shall bear the losses. If there is an error in the company's business philosophy or mode, causing losses to the company, both parties shall bear 50% respectively; If the loss is caused by one party, the responsible party shall bear 80% and the non-responsible party shall bear 20%.

12. If there is anything else, we will discuss it again.

Party A: Limited Company

Party B: Limited company

Extended data

The contents of the partnership agreement include the following:

1 is the purpose of the partnership;

2. What are the cooperation projects and scope?

3. It is the cooperation period of both parties;

4. The amount, method and duration of capital contributions made by both parties (note: after the termination of the partnership, the capital contributions of each partner will still be owned by the individual and will be returned at that time);

5. It is surplus distribution and debt commitment;

6, occupied, returned and transferred capital contribution;

7. It is the power of the person in charge of the partnership and other partners;

8. What are the prohibited behaviors?

9. It is the termination of the partnership and the matters after the termination;

10 is the way to solve disputes;

1 1. If there are any unfinished matters, the partners shall discuss collectively to supplement or modify them. The supplementary and revised contents have the same legal effect as this contract;

12. This contract shall come into effect as of the date of signing;

13. Generally, there are four originals of this agreement, one for each partner and one for backup when filing.