I. Introduction to partnership projects
Second, the division of responsibilities of the partnership enterprise
Third, the distribution of equity interests.
IV. Financial Agreement on Remuneration
Five, the principle of group voting
Sixth, the mechanism of joining and quitting.
Seven. Project recommendation plan
Eight. Project protection principle
Nine, the principle of project termination
X. Other supplementary explanations
1, joint venture partnership agreement
Party A: Chen Xiaoming (ID number: 5 * * * * * * * * * * *).
Party B: Wang Xiaobo (ID number: 4 * * * * * * * * *).
Party C: Zhang Xiaoshun (ID number: 3 * * * * * * * * * *).
Party D: Liu Xiaoqiang (ID number: 3 * * * * * * * * * *).
2. General rules of agreement
Party A, Party B and Party D (hereinafter referred to as the "four parties") have reached the following agreement (hereinafter referred to as the "agreement") on the establishment and operation of the project (hereinafter referred to as the "project") based on the principles of equality, voluntariness, complementary advantages and equality of responsibilities and rights, and all parties shall abide by it:
I. Brief introduction of cooperation projects:
1) project belongs to the mobile internet industry, and its target customers are entrepreneurs and pan-entrepreneurs, mainly to satisfy users, find entrepreneurial partners, learn entrepreneurial experience and seek entrepreneurial financing needs through products;
2) The purpose of this project is to help more entrepreneurs realize their dreams faster!
3) Development strategy: Determined to become a platform for realizing users' dreams in the Internet field;
Second, the division of responsibilities of the partnership:
As the core partner in the early stage of the project, Sifang has come together for the same goal and wish, that is, to help more people with dreams realize their dreams through the network, mobile terminal and offline; Now the division of labor is clear as follows:
Location:
Chinese name:
Person in charge:
Description of main functions:
CEO？ Chief executive officer? Xiaoming Chen
① Strategy: Responsible for the formulation of project strategy, business model and phased strategy;
(2) Talents: responsible for finding talents needed by the project and recruiting new partners;
③ Financing: the project is responsible for financing when it reaches a certain stage.
CTO？ Chief product officer? Wang xiaobo
(1) Responsible for phased product development according to the strategy;
② Responsible for product safety testing and upgrade iteration;
Chief operating officer? Chief operating officer? Zhang xiaoshun
① Be responsible for the operation and maintenance of the project;
(2) Responsible for product marketing;
(3) Responsible for the user's research feedback;
CMO？ First of all, the marketing officer? Liu Xiaoqiang
① Responsible for the channel sales of products;
(2) Responsible for product market construction;
Three. Equity allocation:
Shareholders' contribution ratio, equity and profit distribution
67% and 67% of Chen Xiaoming's net profit will be distributed according to the equity ratio after deducting the development fund.
The net profit of Wang Xiaobo 18% 18% shall be distributed according to the equity ratio after deducting the development fund.
Zhang Xiaoshun 10% 10% net profit shall be distributed according to the equity ratio after deducting the development fund.
5% of Liu Xiaoqiang's net profit is distributed according to the equity ratio after deducting the development fund.
1, equity transfer:
In principle, the equity of each partner shall not be transferred to a fourth person at will; If the transfer is really necessary, it must be submitted in writing to all shareholders of the shareholders' meeting for voting, otherwise it will be deemed invalid;
2. Equity realization:
Conditions for the four parties to agree to cash in the shares:
A. Before the IPO of the company goes public, the equity cash-out is limited to the cash received by the fourth-party investors;
B after the investment in this project is obtained, the party who needs to cash out (hereinafter referred to as the "cash-out party") can submit it to the shareholders' meeting in writing for majority voting, and the transferred shares are limited to the shareholders of the company;
C. Cash-out amount = my shareholding ratio × the amount of fourth-party investment received × (not higher than 20%);
D, the next cash-out time is after the new investor follows the investment, and the calculation method is the same as point B; Ensure the confidence of investors, the stability of the team and the stable development of the project;
Four. Financial agreement on wages:
1. Before obtaining the investment or project profit, the four-party cooperative relationship belongs to the joint venture with free shares;
2. The project was managed and operated according to the company model from the beginning. Party A is temporarily responsible for the classified bookkeeping of financial management, and regularly reports to the team before the four parties sign, which serves as the bookkeeping voucher for financing;
3. After the first round of investment, the project began to expand the team, introduce talents such as chief financial officer and market development director, and improve the company management system. All parties shall abide by the company management system;
Five, the principle of group voting:
1, work difference:
When there are differences in the post work of partners, the principle of "professional responsibility system" should be adopted: first listen to the opinions and explanations of the professional responsible partners (adhere to A), and then all shareholders will vote. If all shareholders disagree with A's explanation; And A insisted on working according to his plan. At this time, if the CEO doesn't vote against it, A's plan can be implemented, but A must be responsible for the consequences of implementation, and the CEO shall bear joint and several liability;
2. Differences in implementation strategies:
In view of the differences in development strategies, in principle, we should first conduct user research and listen to user suggestions; After that, it will be decided by all shareholders. If all shareholders still can't resolve their differences, the CEO will make the final decision. The CEO bears the main responsibility for deciding the consequences;
VI. Joining the partnership mechanism:
1. Admission principles for new shareholders:
If the project development needs to introduce new shareholders, the following conditions must be met:
A, professional skills and existing shareholders complement each other without overlapping;
B, it needs to be interviewed and agreed by most (or all) shareholders;
C. The equity ratio is determined by all shareholders;
D. all shareholders are diluted according to the original equity ratio;
2. The principle of partner withdrawal:
A. If a partner cannot meet the needs of project development due to his ability, energy or time, which has seriously hindered the development of the project, he may dissolve the partnership with the partner with the consent of all shareholders; The partner's initial investment will be repaid twice without interest within half a year; The skills and energy input of partners should be converted into corresponding expenses compensation according to the voting situation at the shareholders' meeting;
B. If a partner voluntarily withdraws from the project due to subjective factors, the partnership relationship with the partner may be dissolved after an application is submitted to the shareholders' meeting and approved by all shareholders; The partner's initial investment will be repaid in four interest-free installments within 1 year; Partner's skill and energy input will not be compensated; Partners no longer enjoy any rights and interests in this project;
Seven. Project promotion plan:
Eight, the principle of project protection:
1. The four parties shall keep the business model, software code and design of the project confidential and promise not to disclose it to the fourth party;
2. The four parties shall not engage in similar business partnership or cooperation with any fourth party, otherwise it will be regarded as a serious breach of contract and will automatically withdraw from the project and no longer enjoy any equity and rights in the project;
Nine, the principle of project termination
1. In case of force majeure factors such as natural disasters, policies, laws and major public safety incidents, Sifang will not bear legal responsibility for the termination of this project;
2. The project can be terminated if it fails to reach the goal of XXXX before XX, and it can be voted by all shareholders; Sifang does not bear legal responsibility;
3. Any violation of any of the above terms of this agreement shall be deemed as breach of contract, and its equity and rights shall be automatically waived;
X. Other supplementary explanations
1. Matters not covered shall be settled by the four parties through consultation, and a supplementary agreement shall be signed separately after consensus is reached; Have the same legal effect;
2. If negotiation fails, the four parties agree to bring a lawsuit in the local court in Guangzhou;
3. This agreement is made in triplicate, and after being signed by the four parties, each party holds one copy, which has the same legal effect;
① Signature of Party A:
Certificate of Party A: 5 * * * * * * * * *
Date of signature: September 2020-1
② Signature of Party B:
Certificate of Party B: 4 * * * * * * * * * * *
Date of signature: September 2020-1
③ Signature of Party C:
Certificate of Party C: 3 * * * * * * * * *
Date of signature: September 2020-1
④ Signature of Party D:
Party D's certificate: 3 * * * * * * * * *
Date of signature: September 2020-1
High score!
!