英文合作协议
合作协议中英文范本6篇
合作协议中英文范本6篇篇1本协议于XXXX年XX月XX日在_____________(地点)由以下两方共同签署:甲方:______________________(以下简称“甲方”)乙方:______________________(以下简称“乙方”)鉴于甲乙双方共同的目标和愿景,为在____________领域展开合作,实现共赢,经友好协商,达成以下合作协议:一、合作目的双方本着互惠互利、共同发展的原则,通过合作实现资源共享、优势互补,共同推进____________领域的发展。
二、合作内容1. 合作项目:______________________2. 合作方式:双方共同投入资源,协同开展项目合作,共同承担风险,共享收益。
3. 合作期限:自本协议签署之日起至________年止。
期满后,经双方协商一致,可续签合作协议。
三、双方职责与义务1. 甲方职责与义务:(1) 提供项目所需的技术支持及人员配备;(2) 协助乙方完成项目实施过程中的相关手续;(3) 保证合作项目的顺利进行。
2. 乙方职责与义务:(1) 提供项目所需的资金支持;(2) 协助甲方完成项目实施过程中的相关事宜;(3) 负责项目的市场推广及运营管理工作。
四、利益分配1. 双方按照投入比例分享合作项目所产生的收益;2. 双方约定在项目盈利后,按照约定比例分配利润;3. 若项目出现亏损,双方按约定比例承担损失。
五、保密条款1. 双方应保守合作过程中涉及的商业秘密,未经对方许可,不得向第三方泄露;2. 泄露商业秘密的一方应承担因此给对方造成的损失。
六、违约责任1. 双方应遵守本协议的各项约定,如一方违约,应承担违约责任;2. 违约方应赔偿守约方因此造成的损失。
七、争议解决1. 本协议的履行过程中如发生争议,双方应友好协商解决;2. 协商不成的,任何一方均有权向有管辖权的人民法院提起诉讼。
八、其他事项1. 本协议自双方签字盖章之日起生效;2. 本协议一式两份,甲乙双方各执一份;3. 本协议未尽事宜,可由双方另行协商补充。
合作协议英文范本6篇
合作协议英文范本6篇篇1合作协议Agreement of Cooperation本协议由以下双方于XXXX年XX月XX日在____________(地点)共同签署:This Agreement is made and signed on ________ (Date) at________ (Location) by and between the following parties:甲方:(以下简称“甲方”)Party A (hereinafter referred to as "Party A")乙方:(以下简称“乙方”)Party B (hereinafter referred to as "Party B")鉴于双方共同意愿和互惠互利的原则,经友好协商,就以下事项达成如下协议:In view of the mutual willingness and the principle of mutual benefit, both parties, through friendly consultation, have reached the following agreement on the matters listed below:一、合作宗旨与目的Cooperation Purpose and Objective双方本着互惠互利、长期稳定的合作原则,共同推进____________(项目名称)的合作与发展。
共同探索____________(行业领域)的创新与进步。
二、合作范围及内容Scope and Content of Cooperation双方的合作包括但不限于以下内容:____________(具体合作事项)。
此外,双方可根据市场变化或第三方机会共同协商拓展其他合作领域。
三、合作模式Cooperation Mode双方采取____________(合作模式,如:合资、联合研发、市场营销合作等)的方式进行合作。
英文合作意向书范本
英文合作意向书范本篇一:合作协议(中英文翻译)技术合作协议Technical Cooperation Agreement甲方:XX油脂化学有限公司Party A: XX Grease Chemical Co. , Ltd.地址: XX高新技术工业园Address: XXHigh-tech Industrial Park法定代表人:XXXLegal Representative: XXX乙方:Party B:地址:Address:本协议合作双方就组建技术研发团队事项,经过平等协商,在真实、充分地表达各自意愿互惠互利的基础上,根据《中华人民共和国合同法》的规定,达成如下协议,并由合作各方共同恪守。
This Agreement, concerning the setting up of a technical research and development team, is made according to the Contract Law of PRC regulations and entered into through equal negotiation by both Partiesas the free and full expression of their own wishes to mutual benefits, and to this end both Parties shall abide by this Agreement as following.第一条、甲方同意雇用乙方为新产品研发技术顾问。
乙方同意为甲方提供技术顾问服务。
Article 1: Party A hereby agrees to employ party B as the technical consultant for the new product research and development. Party B hereby agrees to offer technical consultation service to Part A.第二条、甲方同意每月支付乙方的研究费用,包括:薪资、办公费、检测费、差旅费以及其他相关费用。
合作协议中英文版
Cooperation agreement合作协议Party A: Party B:甲方::乙方:According to the Chinese laws and regulations ,Party A and B invest in anew project known as“”( socalled “” for short thereinafter), Onthe basic of the equality and mutual benefits , both parties friendly reached as following agreement:根据有关法律、法规,本着平等互利的原则,甲、乙双方共同合作投资经营(项目。
经双方友好协商一致,特订立本协议.First Cooperative Project一、合作项目:Party A and B share the investment of , and affiliated to Samvol.Before the is officially registered in China, can use name of ()for legal business activities.Second Ways of Investment二、出资方式:商。
关于股份的问题,在公司成立后三个月,双方视具体情况再进行协商Third :The Payment三、货款In daily business activities, all the payment term should be before shipment.在进行日常合法商业活动中,与的供应商的货款需是先款后货,与客户的货款也需是先款后货Fourth: Profits and loss四、利润以及盈亏分担The way to the profit distribuction is to share the risks and the profits.合作经营的利润分配方式为:风险和利润共同分担1, The net profit of at least reach to 15%, party A should account for 40% of the cooperative net profit; Party b should accounted for 60% ,Also Party B should provice the profit distribution statement to party A ,which is according to the monthly financial statement that comfirmed and signed by A ,()公司纯利润至少需要达到15%,甲方占合作经营纯利润的40%;乙方各占合作经营纯利润的60%;,其中乙按每月甲方签名确人的财务报表,出具利润分配确认书给甲方。
英文合作协议6篇
英文合作协议6篇篇1Cooperation AgreementThis Cooperation Agreement (the "Agreement") is made and entered into on [Date] by and between [Company Name 1], a [legal status] registered in [Country/State/Province], with its principal place of business located at [Address 1] (hereinafter referred to as "Company A"), and [Company Name 2], a [legal status] registered in [Country/State/Province], with its principal place of business located at [Address 2] (hereinafter referred to as "Company B").1. RECITALSThe parties, desiring to establish a cooperative relationship in the field of [specify the field or industry, e.g., technology, marketing, etc.], have agreed to enter into this Agreement to set out the terms and conditions of their cooperation.2. PURPOSE OF COOPERATIONThe purpose of this Agreement is to establish a long-term cooperative relationship between the parties for the purpose of [describe the specific purpose of cooperation, e.g., joint development of products, co-marketing, etc.].3. SCOPE OF COOPERATION3.1 The parties shall cooperate in the following areas: [specify the areas of cooperation, e.g., research, product development, distribution, marketing, etc.].3.2 The specific projects and activities under this Agreement may be further detailed in subsequent agreements or plans of action.4. COOPERATION MECHANISM4.1 The parties shall establish a joint working group to oversee and manage the cooperation activities under this Agreement.4.2 The joint working group shall meet regularly to review the progress of cooperation, discuss issues and challenges, and make necessary adjustments to the cooperation plan.5. INTELLECTUAL PROPERTY5.1 Any intellectual property developed or generated during the course of this cooperation shall be owned jointly by both parties unless otherwise agreed in writing.5.2 Each party shall be responsible for protecting the other party's intellectual property rights and shall not disclose or use any confidential information without the other party's consent.6. DATA CONFIDENTIALITY AND PRIVACY6.1 All data shared between the parties during the course of this cooperation shall be kept confidential and shall not be disclosed to any third party without the prior written consent of the other party.6.2 The parties shall ensure that any personal data processed or shared during the cooperation comply with applicable data protection laws and regulations.7. FINANCIAL AND BUSINESS TERMS7.1 The financial arrangements and business terms of this cooperation shall be agreed upon by both parties and documented in a separate agreement or agreement-附件.7.2 Any changes to the financial arrangements or business terms shall be made with the consent of both parties in writing.8. TERM AND TERMINATION8.1 This Agreement shall be effective from the date of signing and shall continue for a period of [specify the duration].8.2 Either party may terminate this Agreement by giving written notice to the other party if there is a breach of any term of this Agreement that remains unrectified after receipt of a notice to rectify such breach.9. MISCELLANEOUS9.1 This Agreement constitutes the entire understanding and agreement between the parties relating to the subject matter hereof and supercedes all prior agreements, understandings, negotiations, and discussions, whether oral or written.9.2 This Agreement may not be modified except by a written agreement signed by both parties.9.3 This Agreement is made and shall be construed in accordance with the laws of [specify applicable jurisdiction]. Any dispute arising out of or in connection with this Agreement shall be resolved through friendly negotiations or in accordance with the laws of [specify applicable jurisdiction].In witness whereof, the parties have executed this Agreement in [City] on the date specified above.Company A:Name: _________________________Title: _________________________Date: _________________________Company B:Name: _________________________Title: _________________________Date: _________________________(To be signed on letterhead paper of both companies) 签字并加盖公章,以证明双方认可本协议。
合作协议中英文范本5篇
合作协议中英文范本5篇第1篇示例:Cooperation Agreement 合作协议This Cooperation Agreement ("Agreement") is entered into as of [Date], by and between [Party A], with its principal place of business at [Address], and [Party B], with its principal place of business at [Address].本合作协议(“本协议”)由[Party A]与[Party B] 于[date]签订,[Party A]的主要营业地点位于[Address],[Party B]的主要营业地点位于[Address]。
WHEREAS, both parties wish to establish a cooperative relationship to [describe purpose of cooperation];鉴于,双方希望建立合作关系,以[描述合作目的];现在,鉴于本合同中包含的相互承诺,双方按照以下约定达成协议:甲方和乙方同意就[描述本协议涵盖的具体项目或活动]展开合作。
双方将共同努力实现本协议中规定的目标。
2. Responsibilities of Parties 双方责任甲方责任:i. [列出甲方的具体责任];本协议自上述首次签署日期起生效,并将持续完全有效,直至[终止日期],除非双方达成一致同意或一方书面通知终止为止。
4. Confidentiality 保密条款在本协议期间及之后[number]年的一段时间内,双方同意保密任何由另一方提供、被指定为机密的信息、数据或材料。
未经披露方同意,不得向任何第三方披露此类机密信息。
5. Termination 终止在一方发生本协议的重大违约时,另一方可以提前[number]天书面通知终止本协议。
合作协议英文范本3篇
合作协议英文范本3篇篇1Preamble:The Parties, intending to collaborate on certain projects and activities as specified in this Agreement, have agreed to form a strategic partnership based on mutual respect, cooperation, and the mutual goals outlined below.Article 1: PurposeThe purpose of this Agreement is to set out the terms and conditions under which the Parties will collaborate on [describe the projects/activities to be collaborated].Article 2: Scope of Collaboration1. The Parties will work together on the following projects/activities: [列举合作项目/活动].2. The collaboration shall be conducted in accordance with the principles of mutual respect, fairness, and good faith.Article 3: Terms of Collaboration1. The collaboration shall be effective as of the date of this Agreement and shall continue for a period of [specify duration, e.g., three years].2. Each Party shall contribute to the collaboration in accordance with their respective areas of expertise and resources.3. The Parties shall establish a joint working group to oversee the collaboration and ensure its smooth implementation.Article 4: Responsibilities and Obligations1. Each Party shall perform its responsibilities in accordance with the agreed terms and ensure the successful implementation of the collaboration.2. The Parties shall share their resources, knowledge, and expertise to achieve the objectives set out in this Agreement.3. Each Party shall appoint a representative to coordinate their activities within the collaboration.Article 5: Confidentiality1. The Parties shall maintain the confidentiality of all information shared during the collaboration unless otherwise agreed in writing or required by law.2. Neither Party shall disclose any confidential information to third parties without the prior consent of the other Party.Article 6: Intellectual Property Rights1. Any intellectual property rights arising from the collaboration shall be jointly owned by the Parties.2. The Parties shall negotiate in good faith to determine the ownership and usage rights of any intellectual property developed during the collaboration.Article 7: Termination1. This Agreement may be terminated by mutual consent or if a Party breaches its terms and the other Party fails to cure the breach within a reasonable period.2. In case of termination, the Parties shall work together to ensure a smooth transition and minimize any negative impact on ongoing projects/activities.Article 8: Miscellaneous1. This Agreement shall be governed by and construed in accordance with the laws of [specify applicable jurisdiction].2. Any disputes arising out of or in connection with this Agreement shall be resolved through negotiation. If negotiation fails, the dispute shall be submitted to [specify dispute resolution mechanism, e.g., arbitration].3. This Agreement may be amended or modified only by a written agreement signed by both Parties.4. This Agreement constitutes the entire understanding between the Parties and supersedes any prior agreements or understandings, oral or written, regarding the subject matter hereof.5. This Agreement shall be binding on and enforceable against the Parties and their respective assigns, successors, and legal representatives.6. This Agreement is made in [specify language] only. Any translation provided is for convenience only and shall not be deemed as a official record.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.篇2This Collaboration Agreement (“Agreement”)is made and entered into by and between the following parties on the terms and conditions mutually agreed upon:Party A: ________ (Name of Party A)Party B: ________ (Name of Party B)RECITALS:The Parties, desiring to establish a collaborative relationship in the field of ________ (Specify the field or industry),recognize the mutual benefits to be derived from their combined strengths and expertise.NOW, THEREFORE, IT IS AGREED AS FOLLOWS:1. Purpose and Scope of Agreement:This Agreement outlines the terms and conditions of collaboration between the Parties in the field of ________ (Specify the field or industry). The collaboration aims to achieve mutual benefits and goals through joint efforts.2. Collaboration Details:2.1 The Parties shall collaborate on the following areas:________ (List specific areas of collaboration,such as research,development,marketing,etc.)2.2 The Parties shall establish clear objectives and work plans for each collaboration area,with specific deadlines and deliverables.3. Term of Agreement:This Agreement shall be effective as of the date of signing and shall continue for a period of ________ (Specify duration,e.g.,three years). After the expiration of this term,the Agreement may be renewed upon mutual agreement.4. Joint Activities:The Parties shall jointly carry out activities related to the collaboration,including but not limited to research,development,product launches,workshops,and other related events.5. Intellectual Property Rights:All intellectual property rights arising from the collaboration shall be jointly owned by the Parties,unless otherwise agreed in writing. Each Party shall have the right to use and license suchintellectual property rights for their respective business purposes.6. Confidentiality:Both Parties shall maintain confidentiality of all information shared during the collaboration,unless otherwise required by law or authorized by the other Party.7. Financial Arrangements:The financial arrangements for the collaboration shall be agreed upon by both Parties and documented separately. Such arrangements shall include details of costs,expenses,revenue sharing,and any other financial matters related to the collaboration.8. Termination:9. Dispute Resolution:Any disputes arising out of or in connection with this Agreement shall be resolved through友好协商(amicable negotiation). If such disputes cannot be resolved through negotiation,they shall be submitted to ________ (Specify the relevant arbitration institution or court).10. Miscellaneous:This Agreement constitutes the entire agreement between the Parties on the subject matter hereof and supersedes all prior agreements,understandings,and negotiations,whether oral or written. Any amendments or modifications to this Agreement shall be made in writing and signed by both Parties.IN WITNESS WHEREOF,the Parties have executed this Agreement by their duly authorized representatives on the date specified below.Party A: ________ (Authorized Representative's Signature)Date: ________ (Date of Signing)Party B: ________ (Authorized Representative's Signature)Date: ________ (Date of Signing)篇3Cooperation AgreementRECITALS:The parties, desiring to establish a strategic partnership in the field of [describe the field/industry], recognize the mutualbenefits of sharing resources, expertise, and other advantages to achieve common goals.AGREEMENT:1. Purpose of Cooperation: The purpose of this Agreement is to establish a long-term partnership for mutual benefit between the parties in order to jointly undertake projects, share resources, and achieve mutual business objectives in the field of [describe].2. Cooperation Scope: The parties shall cooperate in the following areas: [列举合作领域,如产品开发、市场营销、技术支持等].3. Term of Agreement: This Agreement shall be effective as of the date of signing and shall continue for a period of [specify duration, e.g., three years] unless terminated earlier in accordance with its terms.4. Resource Sharing: Each party shall contribute its respective resources, including but not limited to financial support, personnel, expertise, technology, and facilities, to ensure the successful implementation of the cooperation projects.5. Project Management: The parties shall establish a joint project management team to oversee the implementation of cooperation projects and ensure their smooth operation.6. Intellectual Property Rights: Any intellectual property generated from the cooperation projects shall be jointly owned by the parties. The parties shall enter into separate agreements to define their respective rights and obligations related to intellectual property.7. Confidentiality: Both parties shall maintain the confidentiality of all information shared during the course of this cooperation, unless otherwise agreed or required by law.8. Communication and Coordination: The parties shall establish effective communication channels and coordination mechanisms to ensure timely exchange of information and resolution of issues related to cooperation.9. Financial Arrangements: The parties shall establish a financial arrangement to fund the cooperation projects. Details of funding, allocation, and expenditure shall be agreed upon by both parties in a separate agreement.10. Termination: This Agreement may be terminated by either party in the event of a breach of its terms by the otherparty, or for any other valid reason agreed upon by both parties. Termination shall be subject to a reasonable notice period and procedures to be agreed upon by both parties.IN WITNESS WHEREOF, the parties have executed this Agreement in [specify number of copies] originals, each party retaining an equally valid copy.Company A: _________________________Authorized Representative: _________________________Date: _________Company B: _________________________Authorized Representative: _________________________Date: _________。
合作协议英文范本8篇
合作协议英文范本8篇篇1合作协议Agreement of Cooperation本合作协议(以下简称“协议”)由以下双方签订:此合作协议(以下简称“本协议”)由以下两方签订:Party A: [公司名称/个人姓名]Party B: [公司名称/个人姓名]双方本着平等互利、合作共赢的原则,经友好协商,就共同开展[合作事项名称]达成如下协议:Through friendly consultation, both parties, based on the principles of equality and mutual benefit as well as win-win cooperation, have reached the following agreement on jointly carrying out the [Name of Cooperation Project]:一、合作事项及内容1. Cooperation Items and Contents:双方就[具体合作事项一]展开合作,包括但不限于以下内容:[具体合作内容一]。
Both parties shall cooperate on the [Specific Cooperation Item 1], which includes but is not limited to the following contents: [Specific cooperation contents].双方就[具体合作事项二]展开合作,具体为:[具体合作内容二]。
The two parties shall also cooperate on [Specific Cooperation Item 2], with details of [Specific cooperation contents].其他合作事项及内容(请按实际业务情况调整)Other cooperation items and contents (Please adjust according to actual business situation): [详细说明合作事项及内容]。
合作协议英文范本5篇
合作协议英文范本5篇篇1Cooperation AgreementThis Cooperation Agreement ("Agreement") is made and entered into as of [Date], by and between [Company A], located at [Address], and [Company B], located at [Address].1. Purpose. The purpose of this Agreement is to establish a formal collaboration between Company A and Company B for the purpose of [describe purpose of collaboration].2. Term. This Agreement shall commence on [Date] and shall continue for a period of [Number] years, unless terminated earlier in accordance with the provisions of this Agreement.3. Responsibilities.3.1. Company A agrees to [list responsibilities of Company A in the collaboration].3.2. Company B agrees to [list responsibilities of Company B in the collaboration].4. Meetings. The parties agree to meet regularly during the term of this Agreement to discuss and review the progress of the collaboration.5. Confidentiality. The parties agree to keep confidential all information shared during the course of the collaboration, including but not limited to financial information, strategic plans, and research findings.6. Intellectual Property. Any intellectual property created as a result of the collaboration shall be jointly owned by Company A and Company B. Both parties agree to cooperate in protecting and enforcing their intellectual property rights.7. Termination. This Agreement may be terminated by either party upon written notice to the other party if the other party is in material breach of any provision of this Agreement.8. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of [State].9. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.[Company A]By: [Authorized Signatory]Name: [Name]Title: [Title]Date: [Date][Company B]By: [Authorized Signatory]Name: [Name]Title: [Title]Date: [Date]篇2Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into by and between [Company A], located at [address], and [Company B], located at [address], collectively referred to as the "Parties".1. Purpose of AgreementThe Parties agree to enter into this Agreement to establish a cooperative relationship in order to [describe the purpose of cooperation].2. Scope of AgreementThe scope of this Agreement includes but is not limited to the following:- [List specific activities or projects to be undertaken]- [Any resources or information to be shared]- [Any mutual goals or objectives to be achieved]3. Responsibilities of PartiesEach Party agrees to the following responsibilities:- [Company A responsibilities]- [Company B responsibilities]- [Any specific responsibilities of each Party]4. Term of AgreementThis Agreement shall become effective on [effective date] and shall remain in effect until [termination date]. Either Party may terminate this Agreement with 30 days' written notice.5. ConfidentialityThe Parties agree to maintain the confidentiality of any proprietary or confidential information shared between them during the course of cooperation. This includes but is not limited to business plans, financial information, and trade secrets.6. Intellectual PropertyAny intellectual property developed or created during the cooperation shall be jointly owned by the Parties. Both Parties agree to abide by any intellectual property laws and regulations applicable in the relevant jurisdiction.7. Dispute ResolutionIn the event of any disputes arising between the Parties in connection with this Agreement, the Parties agree to resolve such disputes amicably through negotiation. If a resolution cannot be reached, the Parties agree to seek mediation before pursuing any legal action.8. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [jurisdiction]. Any disputes arising out of this Agreement shall be subject to the exclusive jurisdiction of the courts in [jurisdiction].9. Miscellaneous- No modification of this Agreement shall be valid unless in writing and signed by both Parties.- This Agreement constitutes the entire understanding between the Parties and supersedes any prior agreements or understandings.- This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.[Company A]By: ____________________________Name:Title:[Company B]By: ____________________________Name:Title:篇3Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into on this [date] by and between [Company A], a company incorporated under the laws of [country], with its principal place of business at [address] ("Company A") and [Company B], a company incorporated under the laws of [country], with its principal place of business at [address] ("Company B").1. PurposeThe parties agree to collaborate on [describe the purpose of cooperation].2. Responsibilities2.1 Company A and Company B shall each appoint a representative who shall be responsible for coordinating all activities related to this Agreement.2.2 Company A shall be responsible for [list of specific responsibilities].2.3 Company B shall be responsible for [list of specific responsibilities].3. TermThis Agreement shall commence on [date] and shall continue for a period of [duration] unless terminated earlier by mutual agreement of the parties.4. Confidentiality4.1 The parties agree to keep confidential all information shared in connection with this Agreement.4.2 The parties shall not disclose any confidential information to third parties without the prior written consent of the disclosing party.5. Intellectual Property5.1 Any intellectual property developed in the course of this Agreement shall be jointly owned by the parties.5.2 Both parties agree to use any intellectual property solely for the purpose of this Agreement.6. Termination6.1 Either party may terminate this Agreement upon [notice period] written notice to the other party.6.2 In the event of termination, each party shall promptly return or destroy all confidential information received from the other party.7. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [country].8. Entire AgreementThis Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, discussions, and understandings, whether written or oral.IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives.Company A: Company B:By:_________________ By:_________________Name:_______________ Name:_______________Title:_______________ Title:_______________Date:_______________ Date:_______________篇4Cooperation AgreementThis Agreement ("Agreement") is entered into on [Date] by and between [Company Name], with its principal place of business at [Address] ("Company"), and [Partner Company], with its principal place of business at [Address] ("Partner").Whereas, Company and Partner desire to establish a cooperative relationship for the purpose of [Brief Description of Purpose of Cooperation];Now, Therefore, in consideration of the mutual covenants contained herein, the parties agree as follows:1. Term. This Agreement shall commence on [Date] and shall continue for a period of [Duration].2. Scope of Cooperation. The parties hereby agree to cooperate in the following ways:- [List of specific activities or projects involved in the cooperation]- [Detail the responsibilities of each party in carrying out the cooperation]- [Establish any relevant timelines or milestones for the cooperation]3. Confidentiality. The parties shall keep confidential all information disclosed to them by the other party in the course of carrying out this Agreement. This includes, but is not limited to, proprietary information, business plans, and customer lists.4. Intellectual Property. Any intellectual property developed or created as a result of the cooperation under this Agreement shall be jointly owned by the parties. Both parties shall have a non-exclusive license to use such intellectual property for the purpose of [Purpose].5. Termination. Either party may terminate this Agreement with [Number of Days] days' written notice if the other party materially breaches any provision of this Agreement. Upon termination, all rights and obligations under this Agreement shall cease except those that, by their nature, survive termination.6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction] without regard to its conflict of law principles.7. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written.IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date.[Company Name]By: _______________________ Date:________________[Partner Company]By: _______________________ Date:________________This Cooperation Agreement represents the understanding and agreement of the parties as to the subject matter hereof.篇5Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into on this [date] by and between [Party A], with its principal place of business at [address], and [Party B], with its principal place of business at [address].RecitalsWHEREAS, Party A and Party B desire to enter into a cooperative relationship for the purpose of [purpose of cooperation]; andWHEREAS, Party A and Party B wish to set forth the terms and conditions governing their cooperation.NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:1. Cooperation: Party A and Party B agree to cooperate and work together for the purposes of [specify purpose of cooperation]. Each party shall contribute its expertise, resources, and efforts to achieve the mutual goals of the cooperation.2. Roles and Responsibilities: Party A shall be responsible for [specify responsibilities of Party A], while Party B shall be responsible for [specify responsibilities of Party B]. Each party shall perform its duties diligently and in accordance with the terms of this Agreement.3. Term: This Agreement shall commence on the date first written above and shall continue until [specify end date], unless terminated earlier by mutual agreement of the parties or for any other reason as specified in this Agreement.4. Confidentiality: Both parties agree to keep all confidential information received from the other party confidential and not to disclose such information to any third party without the prior written consent of the disclosing party.5. Intellectual Property: Any intellectual property developed or created during the course of the cooperation shall be jointly owned by Party A and Party B. Both parties agree to cooperate in protecting and enforcing their respective intellectual property rights.6. Termination: Either party may terminate this Agreement by giving written notice to the other party in the event of a material breach of this Agreement by the other party. Upon termination, each party shall return to the other party any confidential information obtained during the course of the cooperation.7. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [specify governing law jurisdiction].8. Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, negotiations, representations, and understandings, whether oral or written.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.[Party A]By: _______________Name: _______________Title: _______________[Party B]By: _______________Name: _______________Title: _______________。
合作协议(英文版)
TABLE OF CONTENTS目录CLAUSE HEADING PAGE1. Cooperation Background合作背景 ........................................................................... 12. Scope of Cooperation合作范围 ................................................................................ 13. Mode of Cooperation合作方式.................................................................................. 34. Payment Distribution费用划分.................................................................................. 45. Liabilities责任............................................................................................................ 46. Confidentiality保密.................................................................................................... 47. Governing Law and Settlement of Disputes管辖法律和争议解决............................. 58. Term of this Agreement协议有效期协议有效期.......................................................................... 69. Representations and Warranties陈述与保证............................................................ 610. Assignment of Agreement协议的转让 ...................................................................... 711. Exclusive Clause排他性条款 .................................................................................... 712. Breach of Contract违约责任 ..................................................................................... 713. Miscellaneous其它事项............................................................................................. 7Page 1 of 8 Cooperation Agreement合作协议THIS AGREEMENT ("this Agreement") is made and entered into in , on 2011, by and between (1) ("PARTY A"); and (2) (" ") in relation to jointly undertaking of Engineering, Procurement and Construction (EPC) of Coal bed gas treatment facilities projects of . (简称“PARTY A ”)与 就联合承担 煤层气项目处理设施的设计、采购、施工(EPC )总承包工作事宜于2011年3月 日在日在 签订本合作协议,以资共同遵守。
合作协议中英文范本6篇
合作协议中英文范本6篇篇1Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into on this [date], by and between [Party A], located at [address], and [Party B], located at [address], collectively referred to as the "Parties".1. PurposeThe Parties agree to collaborate and cooperate in [describe the purpose of the agreement].2. TermThis Agreement shall begin on the date of signing and shall continue for a period of [length of time], unless terminated earlier pursuant to the terms of this Agreement.3. Responsibilities of the Parties3.1 [Party A] shall be responsible for [list of responsibilities of Party A].3.2 [Party B] shall be responsible for [list of responsibilities of Party B].3.3 The Parties agree to communicate regularly and share information as needed to fulfill their respective responsibilities.4. Confidentiality4.1 The Parties agree to keep all information shared during the course of this Agreement confidential and not disclose it to any third parties without prior written consent.4.2 This confidentiality provision shall survive the termination of this Agreement.5. Intellectual Property5.1 Any intellectual property created or developed during the course of this Agreement shall be jointly owned by the Parties.5.2 The Parties agree to cooperate in protecting any intellectual property rights resulting from the collaboration.6. Termination6.1 Either Party may terminate this Agreement by providing written notice to the other Party.6.2 Upon termination of this Agreement, the Parties shall cooperate in winding up any ongoing projects and returning any shared materials.7. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [jurisdiction].8. Entire AgreementThis Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.[Party A]Signature:_____________________Print Name:____________________Title:_________________________[Party B]Signature:_____________________Print Name:____________________Title:_________________________This Cooperation Agreement is hereby accepted and agreed to by the Parties:[Party A] [Party B]篇2Cooperation Agreement.This Cooperation Agreement ("Agreement") is entered into between [Company A], located at [Address A], and [Company B], located at [Address B], on [Date].1. Purpose:The purpose of this Agreement is for the Parties to collaborate on [describe purpose of cooperation], in order to [describe expected outcomes].2. Scope of Cooperation:2.1 [Company A] agrees to provide [specificservices/products] to [Company B].2.2 [Company B] agrees to provide [specificservices/products] to [Company A].2.3 The Parties agree to work collaboratively to achieve the common goals outlined in this Agreement.3. Term:This Agreement shall commence on the date first written above and shall continue for a period of [duration] unless terminated earlier by mutual agreement of the Parties.4. Responsibilities of Parties:4.1 Each Party shall be responsible for [list specific responsibilities].4.2 Both Parties shall cooperate in good faith to ensure the success of the collaboration.4.3 Any changes to the scope of cooperation must be agreed upon in writing by both Parties.5. Confidentiality:Both Parties agree to keep all information shared during the course of this Agreement confidential. This includes but is not limited to, business strategies, financial information, and any other proprietary information.6. Termination:6.1 Either Party may terminate this Agreement with [duration] written notice to the other Party.6.2 In the event of termination, both Parties agree to fulfill any outstanding obligations and return any shared resources promptly.7. Governing Law:This Agreement shall be governed by the laws of [Country] and any disputes arising from this Agreement shall be resolved through arbitration in accordance with [Arbitration Rules].The Parties hereby agree to the terms and conditions set forth in this Agreement by signing below:[Company A] [Company B]Signature: ______________ Signature: _____________Print Name: _____________ Print Name: ____________Date: _________________ Date: _____________篇3Cooperation AgreementThis Cooperation Agreement (the "Agreement") is entered into as of [Date], by and between [Party A], a company organizedand existing under the laws of [Country], with its principal place of business at [Address] ("Party A"), and [Party B], a company organized and existing under the laws of [Country], with its principal place of business at [Address] ("Party B").1. Purpose of Agreement:The Parties hereby agree to cooperate in [describe the purpose of cooperation, e.g., developing a new product, marketing a service, etc.].2. Term of Agreement:This Agreement shall commence on the date first written above and continue until [termination date, if applicable].3. Obligations of Party A:[Describe the specific obligations of Party A, e.g., providing funding, resources, etc.]4. Obligations of Party B:[Describe the specific obligations of Party B, e.g., providing expertise, services, etc.]5. Confidentiality:Each Party agrees to keep confidential any information shared by the other Party during the course of this cooperation. This includes but is not limited to trade secrets, financial information, and business plans.6. Intellectual Property:Any intellectual property created as a result of this cooperation shall be jointly owned by the Parties [or specify ownership rights]. Each Party agrees to grant the other Party a non-exclusive license to use such intellectual property.7. Termination:This Agreement may be terminated by either Party upon [30 days written notice, for example]. Upon termination, each Party shall return any confidential information to the other Party and cease using any shared intellectual property.8. Governing Law:This Agreement shall be governed by and construed in accordance with the laws of [Country]. Any disputes arising out of or in connection with this Agreement shall be resolved through arbitration in [City, Country], in accordance with the rules of [Arbitration Association].IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.[Signature of Party A] [Signature of Party B][Printed Name of Party A] [Printed Name of Party B][Title of Party A] [Title of Party B]篇4Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into by and between XYZ Corporation ("XYZ"), a company organized and existing under the laws of the State of [Your State] and having its principal place of business at [Your Address], and ABC Inc. ("ABC"), a corporation organized and existing under the laws of [Your State] and having its principal place of business at [Your Address].WHEREAS, XYZ and ABC desire to enter into a mutually beneficial cooperation agreement for the purpose of [Describe the purpose of the cooperation agreement, e.g., developing new products, marketing services, etc.].NOW THEREFORE, in consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:1. Scope of Cooperation. XYZ and ABC agree to cooperate and work together to [Describe the specific tasks or objectives of the cooperation agreement, e.g., develop a new product line, market services to a specific target audience, etc.].2. Responsibilities. Each party shall be responsible for [Describe the responsibilities of each party, e.g., providing resources, expertise, etc.] as outlined in Schedule A attached hereto.3. Term. This Agreement shall commence on the Effective Date and shall remain in effect until [Specify the end date of the agreement, e.g., six months from the Effective Date, etc.], unless earlier terminated by mutual agreement of the parties.4. Confidentiality. XYZ and ABC agree to keep all information exchanged during the term of this Agreement confidential and to use such information only for the purposes of this Agreement.5. Intellectual Property. Any intellectual property developed or created as a result of the cooperation agreement shall be jointly owned by XYZ and ABC.6. Termination. Either party may terminate this Agreement upon [Specify the notice period for termination, e.g., 30 days' written notice, etc.].IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.XYZ CorporationBy: ________________________________ABC Inc.By: ________________________________SCHEDULE AResponsibilities:XYZ Corporation: [List responsibilities]ABC Inc.: [List responsibilities]篇5Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into on [date], by and between Company A, with its principal place of business at [address], and Company B, with its principal place of business at [address].1. PurposeThe purpose of this Agreement is to establish a mutually beneficial cooperation between Company A and Company B for the purpose of [describe the purpose of the cooperation].2. TermThis Agreement shall become effective on the date first above written and shall remain in effect for a period of [duration of the agreement]. Either party may terminate this Agreement upon [notice period], in writing, to the other party.3. ResponsibilitiesCompany A and Company B shall each be responsible for their respective roles and contributions to the cooperation as outlined in [describe specific responsibilities].4. ConfidentialityBoth parties agree to maintain the confidentiality of any proprietary or confidential information shared during the course of the cooperation. Any information disclosed by one party to the other shall be kept confidential and shall not be disclosed to any third party without prior written consent.5. Intellectual PropertyAny intellectual property created or developed during the cooperation shall be jointly owned by Company A and Company B. Both parties agree that any intellectual property shall be used solely for the purposes of this cooperation.6. TerminationThis Agreement may be terminated by either party upon [notice period] for any reason, including but not limited to a material breach of the terms of this Agreement by the other party.7. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [jurisdiction]. Any disputes arising out of or relating to this Agreement shall be resolved through arbitration in [location] in accordance with the rules of [arbitration organization].In witness whereof, the parties hereto have executed this Agreement on the date first above written.Company A: ___________________Company B: ___________________[Signatures]This Agreement contains the entire agreement between the parties and supersedes any prior or contemporaneous agreements or understandings, whether oral or written. This Agreement may be amended or modified only in writing signed by both parties.篇6Cooperation AgreementThis Agreement is made and entered into by and between [Company A], a corporation organized and existing under the laws of [State/Country], with its principal place of business located at [Address], and [Company B], a corporation organized and existing under the laws of [State/Country], with its principal place of business located at [Address].WHEREAS, both parties desire to enter into a cooperative relationship for the purpose of [brief description of the cooperation];NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:1. Cooperation. The parties agree to engage in cooperation in the following areas: [list specific areas of cooperation, such as joint marketing efforts, research and development, etc.].2. Responsibilities. Each party shall have certain responsibilities under this Agreement, as detailed in Schedule A attached hereto.3. Term. This Agreement shall commence on [Effective Date] and shall continue for a period of [term of the agreement] unless earlier terminated in accordance with Section 6.4. Confidentiality. Each party agrees to maintain the confidentiality of any proprietary information or trade secrets disclosed by the other party pursuant to this Agreement.5. Intellectual Property. Any intellectual property created or developed as a result of the cooperation under this Agreement shall be jointly owned by the parties, unless otherwise agreed in writing.6. Termination. This Agreement may be terminated by either party upon [number] days' written notice to the other party.7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [State/Country].8. Entire Agreement. This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements,understandings, negotiations, and discussions, whether oral or written.IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.[Company A]By: ___________________________________Name: ____________________________________Title: _____________________________________[Company B]By: ___________________________________Name: ____________________________________Title: _____________________________________Schedule A – Responsibilities1. [Company A]'s Responsibilities:- [Brief description]- [Other responsibilities]2. [Company B]'s Responsibilities:- [Brief description]- [Other responsibilities]。
合作协议英文范本8篇
合作协议英文范本8篇篇1This Collaboration Agreement ("Agreement") is made and entered into by and between the following parties: [Name of Party 1], a [Type of Party 1] incorporated/organized under the laws of [Country/State of Party 1], with its principal place of business located at [Address of Party 1]; and [Name of Party 2], a [Type of Party 2] organized under the laws of [Country/State of Party 2], with its principal place of business located at [Address of Party 2] (hereinafter referred to as the "Parties").Preamble:The Parties, desiring to establish a collaborative relationship for the purpose of jointly undertaking a specific project/activity in the field of [Project/Activity Description], agree to this Agreement to set out the terms and conditions of their collaboration.Article 1: PurposeThe purpose of this Agreement is to establish a collaboration between the Parties for the purpose of jointly undertaking the project/activity known as [Project/Activity Description], which involves [specific details of the project/activity].Article 2: TermThis Agreement shall be effective as of the date of signing and shall continue for a period of [Duration of the Agreement] years, unless terminated earlier by mutual consent or as specified in Article X.Article 3: Collaboration Fields1. The Parties shall collaborate in the following areas: [列举合作领域,如技术研发、市场营销、项目管理等].2. The specific responsibilities and obligations of each Party in each collaboration field shall be further defined in a separate agreement or agreements to be signed by both Parties.Article 4: Cooperation Mechanisms1. The Parties shall establish a joint working group to oversee the implementation of this Agreement.2. The joint working group shall be responsible for monitoring progress, addressing issues, and making necessaryadjustments to ensure the successful implementation of the project/activity.Article 5: Intellectual Property Rights1. Any intellectual property rights arising from the collaboration shall be owned by both Parties jointly, unless otherwise agreed in writing.2. Each Party shall be responsible for obtaining any necessary licenses, approvals, or consents required for the project/activity, and shall ensure that such licenses, approvals, or consents are valid and in force.Article 6: Financial Arrangements1. The costs incurred in the collaboration shall be shared by the Parties in accordance with their agreed ratio.2. Each Party shall contribute to the project/activity as per its agreed financial commitment. Details of financial arrangements shall be specified in a separate agreement to be signed by both Parties.Article 7: ConfidentialityBoth Parties shall maintain confidentiality of all information shared during the collaboration, unless otherwise agreed or required by law.Article 8: TerminationThis Agreement may be terminated by either Party upon breach of the other Party's obligations, or upon mutual consent. The termination shall be subject to a reasonable notice period and procedures specified in this Agreement.Article 9: Force MajeureNeither Party shall be liable for failure to perform its obligations under this Agreement due to force majeure events, such as war, natural disasters, or government actions, beyond its reasonable control.Article 10: Miscellaneaous1. This Agreement constitutes the entire agreement between the Parties and supersedes any prior agreements or understandings, whether oral or written, regarding the subject matter hereof.2. This Agreement may not be modified or amended except by a written agreement signed by both Parties.3. Any disputes arising out of or in connection with this Agreement shall be resolved through friendly negotiations. If no settlement can be reached, such disputes shall be submitted to [Dispute Resolution Mechanism].4. This Agreement shall be governed by and construed in accordance with the laws of [Country/State].5. This Agreement shall be executed in [Number of originals] originals, each Party to retain one original and the same shall have the same legal effect.SIGNED AND DATED by both Parties:篇2This Collaboration Agreement (“Agreement”)is made and entered into on [Date] by and between [Company A Name], with its principal place of business located at [Company A Address], and [Company B Name], with its principal place of business located at [Company B Address] (hereinafter referred to as the “Parties”)。
英文协议书范本推荐8篇
英文协议书范本推荐8篇篇1本协议旨在明确双方或多方的权利、义务和责任,以维护各方的合法权益。
本协议范本可供参考,具体内容应根据实际情况进行调整和完善。
Agreement Template Recommendation in EnglishThis Agreement is made to clarify the rights, obligations, and responsibilities of both parties or multiple parties, in order to protect the legitimate rights and interests of each party. This template agreement is for reference, and the specific content should be adjusted and improved according to the actual situation.I. Agreement Parties1. Party A: ______________ (Name of Party A)2. Party B: ______________ (Name of Party B)II. Purpose of the AgreementThis Agreement is made to regulate the ______________ (specify the purpose of the agreement, such as a business partnership, contract for services, etc.).III. Scope of the AgreementThis Agreement covers the following matters: ______________ (List the matters to be covered by the agreement, such as terms of cooperation, rights and obligations, dispute resolution, etc.)IV. Terms and Conditions1. Term of the Agreement: ______________ (Specify the duration of the agreement)2. Payment Terms: ______________ (Specify the payment terms, including payment methods, amounts, schedules, etc.)3. Performance Requirements: ______________ (Specify the performance standards and requirements)4. Confidentiality: Both parties shall keep the contents of this Agreement confidential and not disclose it to any third party without the consent of the other party.5. Termination: This Agreement may be terminated by either party in accordance with the terms and conditions specified in this Agreement.6. Other terms and conditions: ______________ (Any other terms and conditions that need to be specified)V. Rights and Obligations of the Parties1. Rights of Party A: ______________ (List the rights of Party A)2. Obligations of Party A: ______________ (List the obligations of Party A)3. Rights of Party B: ______________ (List the rights of Party B)4. Obligations of Party B: ______________ (List the obligations of Party B)VI. Dispute ResolutionAny disputes arising from or in connection with this Agreement shall be resolved through friendly consultation. If no settlement can be reached, either party may submit the dispute to ______________ (specify the applicable law and dispute resolution mechanism, such as arbitration or litigation).VII.Miscellaneous1. This Agreement is made in English and Chinese, and both versions are equally authentic.2. This Agreement shall be binding on both parties and shall be implemented in good faith.3. Any amendments or modifications to this Agreement must be made in writing and signed by both parties.4. This Agreement becomes effective on the date of signing by both parties.5. Any disputes arising from this Agreement shall be settled in accordance with the laws of ______________ (specify the applicable jurisdiction).6. This Agreement is made in ________________ (specify the place where the agreement is signed).7. The number of copies of this Agreement: _______________ (specify the number of copies) Each copy shall be signed by both parties and each copy shall have the same legal effect as the original.8. The text in brackets [] should be filled in according to actual needs; contents that need to be agreed upon by both parties should be agreed upon before signing this agreement; contents that are not applicable should be indicated as "N/A".篇2本协议旨在明确双方或多方的权利、义务和职责,以达成共同的目标和利益。
合作协议英文范本7篇
合作协议英文范本7篇篇1Cooperation AgreementThis Cooperation Agreement (the “Agreement”) is made and entered into on [Date] by and between [Company Name 1], with its principal place of business at [Address 1] (hereinafter referred to as “Company A”), and [Company Name 2], with its principal place of business at [Address 2] (hereinafter referred to as “Company B”).RECITALS:The parties, desiring to establish a long-term business cooperation in the field of [specify the field/industry], have agreed to enter into this Agreement to set out the terms and conditions of their collaboration.NOW, THEREFORE, in consideration of the mutual promises and commitments set forth herein, the parties hereby agree as follows:Article 1: Purpose of CooperationThe purpose of this Agreement is to establish a strategic partnership between the parties for the purpose of [specify the purpose of cooperation].Article 2: Scope of Cooperation2.1 The parties shall cooperate in the following areas: [列举合作领域,如技术研发、市场营销、项目管理等]。
合作协议英文范本5篇
合作协议英文范本5篇全文共5篇示例,供读者参考篇1Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into on this [Insert Date] by and between [Insert Company Name], with its principal place of business at [Insert Address] (hereinafter referred to as "Company A") and [Insert Company Name], with its principal place of business at [Insert Address] (hereinafter referred to as "Company B").1. Purpose of CooperationThe purpose of this Agreement is to establish a mutually beneficial business relationship between Company A and Company B for the purpose of [Insert Purpose of Cooperation].2. Scope of CooperationThe cooperation between Company A and Company B under this Agreement shall include, but not be limited to, the following:- [Insert Scope of Cooperation]- [Insert Scope of Cooperation]- [Insert Scope of Cooperation]3. Responsibilities of Company ACompany A agrees to:- [Insert Responsibilities of Company A]- [Insert Responsibilities of Company A]- [Insert Responsibilities of Company A]4. Responsibilities of Company BCompany B agrees to:- [Insert Responsibilities of Company B]- [Insert Responsibilities of Company B]- [Insert Responsibilities of Company B]5. TermThis Agreement shall commence on the date first written above and shall continue for a period of [Insert Term] unless terminated earlier by either party in accordance with the provisions of this Agreement.6. TerminationEither party may terminate this Agreement at any time by giving [Insert Notice Period] written notice to the other party. In the event of termination, both parties shall work together to ensure a smooth transition of responsibilities.7. ConfidentialityBoth parties agree to keep confidential all information disclosed by the other party in connection with this Agreement and shall not disclose such information to any third party without the prior written consent of the disclosing party.8. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [Insert Jurisdiction].9. Entire AgreementThis Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and representations, whether written or oral.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.[Signature of Company A][Printed Name and Title of Company A][Signature of Company B][Printed Name and Title of Company B]篇2Cooperation AgreementThis Cooperation Agreement ("Agreement") is entered into on [date], by and between [Party A], located at [address], and [Party B], located at [address].1. Purpose of CooperationThe purpose of this Agreement is to establish a cooperative relationship between the Parties in order to [brief description of purpose].2. Terms of Cooperation2.1 Scope of Cooperation: The Parties agree to cooperate in [specific areas of cooperation]. Each Party will bring its own strengths and resources to the collaboration in order to achieve mutual benefits.2.2 Responsibilities of Each Party:- [Party A] will be responsible for [specific responsibilities].- [Party B] will be responsible for [specific responsibilities].2.3 Communication: The Parties will communicate regularly throughout the collaboration to share updates, feedback, and any other relevant information.3. Duration of CooperationThis Agreement will come into effect on the date of signing and will remain in effect for a period of [duration]. After the initial period, the Parties may agree to renew the Agreement or terminate it depending on the success of the collaboration.4. ConfidentialityThe Parties agree to keep all proprietary and confidential information shared during the collaboration confidential. This includes, but is not limited to, business strategies, financial information, and any other sensitive data.5. TerminationEither Party may terminate this Agreement with written notice to the other Party if there is a breach of the terms outlined in this Agreement. Upon termination, both Parties will return any shared materials or information to the other Party.6. Governing LawThis Agreement will be governed by and construed in accordance with the laws of [jurisdiction].7. Miscellaneous7.1 Amendments: Any amendments to this Agreement must be made in writing and signed by both Parties.7.2 Entire Agreement: This Agreement constitutes the entire agreement between the Parties and supersedes any previous agreements or understandings.7.3 Severability: If any provision of this Agreement is deemed invalid or unenforceable, the remaining provisions will remain in full force and effect.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.[Party A]Name: [Name]Title: [Title][Party B]Name: [Name]Title: [Title] Postscript: The above Cooperation Agreement is a general template and should be customized to meet the specific needs of the Parties involved. It is recommended to consult with legal counsel before entering into any formal agreement.篇3Cooperation AgreementThis Cooperation Agreement (the "Agreement") is entered into as of [Date], by and between [Company A], located at [Address], and [Company B], located at [Address].1. PurposeThe purpose of this Agreement is to establish a mutually beneficial partnership between the Parties for the purpose of [describe purpose of cooperation].2. Scope of CooperationThe Parties agree to cooperate in the following areas:- [List specific areas of cooperation]- [Specify responsibilities and obligations of each Party]- [Outline the timeline and milestones for the cooperation]3. ConfidentialityDuring the term of this Agreement, each Party may have access to confidential information of the other Party. Both Parties agree to keep all confidential information confidential and not disclose it to any third party without the written consent of the disclosing Party.4. Intellectual Property RightsAny intellectual property created or developed as a result of the cooperation between the Parties shall be jointly owned by both Parties. Each Party agrees not to use the other Party's intellectual property without the express written consent of the other Party.5. TerminationEither Party may terminate this Agreement upon [number] days written notice to the other Party. Upon termination, both Parties agree to return any confidential information or materials received from the other Party.6. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [State/Country]. Any disputes arisingout of or in connection with this Agreement shall be resolved through arbitration in [City/State].7. Miscellaneous- This Agreement constitutes the entire agreement between the Parties and supersedes any prior agreements or understandings.- Any amendments to this Agreement must be made in writing and signed by both Parties.- This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.[Company A]Signature: __________________________Name: __________________________Title: __________________________[Company B]Signature: __________________________Name: __________________________Title: __________________________Date: __________________________This Cooperation Agreement is hereby approved and accepted by both Parties.[End of Agreement]篇4Cooperation AgreementThis Cooperation Agreement ("Agreement") is made and entered into as of [Date], by and between [Company Name], with its registered office at [Address] (hereinafter referred to as "Party A"), and [Company Name], with its registered office at [Address] (hereinafter referred to as "Party B").WHEREAS, Party A and Party B desire to enter into a cooperation agreement for the purpose of [Purpose of Cooperation]; andWHEREAS, Party A and Party B agree to collaborate and work together in good faith to achieve the mutual benefits and objectives outlined in this Agreement.NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Parties agree as follows:1. Scope of Cooperation: The Parties agree to cooperate in the following areas [List of areas of cooperation and specific tasks].2. Responsibilities: Party A shall be responsible for [List of Party A's responsibilities], while Party B shall be responsible for [List of Party B's responsibilities].3. Term: This Agreement shall commence on [Date] and continue for a period of [Duration of Agreement] unless terminated earlier by mutual agreement of the Parties.4. Confidentiality: The Parties agree to keep all information exchanged during the course of this Agreement confidential and not disclose it to any third party without the other Party's prior written consent.5. Intellectual Property Rights: All intellectual property rights developed or created during the course of this Agreement shall be jointly owned by the Parties.6. Termination: Either Party may terminate this Agreement upon [Number of Days] days' written notice to the other Party.7. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [State/Country].IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives as of the date first above written.[Signature of Party A][Printed Name and Title of Party A][Signature of Party B][Printed Name and Title of Party B][Date]篇5Cooperation AgreementThis Cooperation Agreement (the "Agreement") is entered into this [insert date] by and between [Company A], with its principal place of business at [insert address] (hereinafter referred to as "Party A") and [Company B], with its principal place of business at [insert address] (hereinafter referred to as "Party B").1. PurposeThe purpose of this Agreement is to establish a mutually beneficial cooperative relationship between Party A and Party B for the development and implementation of joint projects.2. Scope of Cooperation2.1 Party A and Party B agree to collaborate on the following areas:- [list specific areas of collaboration such as research and development, marketing, sales, etc.]2.2 The parties shall each appoint a representative who will serve as the main point of contact for all matters related to the cooperation.3. Responsibilities of the Parties3.1 Party A shall provide [specify resources, expertise, or other contributions] for the joint projects.3.2 Party B shall provide [specify resources, expertise, or other contributions] for the joint projects.3.3 Both parties agree to share information, resources, and cooperate in good faith to achieve the goals of the joint projects.4. Intellectual Property Rights4.1 Any intellectual property created as a result of the joint projects shall be jointly owned by Party A and Party B.4.2 Both parties agree to respect and protect each other's intellectual property rights and not disclose confidential information to third parties without prior written consent.5. Term and Termination5.1 This Agreement shall be effective as of the date first written above and shall continue until terminated by either party upon [specify notice period] prior written notice.5.2 In the event of termination, both parties shall cease all cooperation on the joint projects, and any remaining obligations shall be fulfilled within a reasonable timeframe.6. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [insert governing law jurisdiction].7. Miscellaneous7.1 This Agreement constitutes the entire agreement between the parties regarding the subject matter herein and supersedes all prior agreements and understandings.7.2 Any amendment or modification to this Agreement must be in writing and signed by both parties.7.3 Any disputes arising out of or in connection with this Agreement shall be resolved through good-faith negotiations between the parties.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.Company A:[Signature][Printed Name][Title]Date:Company B:[Signature][Printed Name][Title]Date:。
英文合同范文模板5篇
英文合同范文模板5篇篇1商业合作协议Agreement for Business Collaboration本协议于XXXX年XX月XX日在_____________(地点)由以下两方签订:This Agreement is made on the ________ Day of ________ at ________ and is entered into by and between the following parties:甲方:________________(以下简称“甲方”)Party A: ________________ (hereinafter referred to as "Party A")乙方:________________(以下简称“乙方”)Party B: ________________ (hereinafter referred to as "Party B")鉴于甲、乙双方共同意愿和互惠互利的原则,经友好协商,就以下合作事项达成协议:WHEREAS, Party A and Party B, through friendly consultation, have agreed on the following collaboration matters in view of their common intentions and the principles of mutual benefit:一、合作宗旨与目的Article 1: Purpose and Objective of Collaboration双方本着相互信任、精诚合作的原则,开展在____________领域的长期合作,实现共赢。
Both parties shall carry out long-term cooperation in the field of ________ based on mutual trust and sincere cooperation to achieve win-win results.二、合作事项及内容Article 2: Matters and Contents of Collaboration1. 合作事项:____________(项目/业务名称)Collaborative matter: ________________ (Project/Business Name)2. 合作内容:双方共同进行____________项目的开发、实施及运营。
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LIMITED PARTNERSHIP AGREEMENTTABLE OF CONTENTS1. Formation2. Names and Place of Business3. Term of Partnership4. Contributions of Capital5. Profits and Losses6. Ownership of Partnership Property7. Fiscal Matters8. Management of Partnership Affairs9. Liabilities10. Prohibited Transactions11. Restrictions on Transfers12. Termination of the Partnership:13. Representations and Warranties of Limited Partners14. Compensation of General Partner(s)15. Limited Partners Right to Sell Partnership PropertyAGREEMENT AND CERTIFICATE OFLIMITED PARTNERSHIPOF [NAME], LTD.THE SECURITIES REPRESENTED BY THIS INSTRUMENT OR DOCUMENT HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. WITHOUT SUCH REGISTRATION, SUCH SECURITIES MAY NOT BE SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED AT ANY TIME WHATSOEVER, EXCEPT UPON DELIVERY TO THE PARTNERSHIP OF AN OPINION OF COUNSEL SATISFACTORY TO THE GENERAL PARTNERS OF THE PARTNERSHIP THAT REGISTRATION IS NOT REQUIRED FOR SUCH TRANSFER OR UPON THE SUBMISSION TO THE GENERAL PARTNERS OF THE PARTNERSHIP OF SUCH OTHER EVIDENCE AS MAY BE SATISFACTORY TO THE GENERAL PARTNERS TO THE EFFECT THAT ANY SUCH TRANSFER SHALL NOT BE IN VIOLATION OF THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS OR ANY RULE OR REGULATION PROMULGATED THEREUNDER.This document evidences the following agreement and certificate of limited partnership entered into and to be effective on the date it is filed with the Secretary of State in__________, by and between [name], as general partner ("General Partner") and each of the individuals whose names are set forth on Exhibit "A" attached to this Agreement as limited partners ("Limited Partners").1. FORMATION1.1 The parties hereby form a Limited Partnership (Partnership) under and pursuant to the __________ Revised Limited Partnership Act, Article 6132a-1 of the Revised Civil Statutes of the State of __________.1.2 This Certificate of Limited Partnership shall be filed with the Secretary of State of the State of __________, and thereafter the partners shall execute and cause to be filed and otherwise published such original or amended certificates evidencing the formation and operation of this Limited Partnership as may be required under the laws of the State of __________ and of any other states where the Partnership shall determine to do business.1.3 The General Partner is hereby authorized and empowered by all the Limited Partners to prepare, file, and publish either the original or any amended or modified Certificates of Limited Partnership as may be necessary or desirable and each Limited Partner specifically designates and appoints the General Partner, for and on his or her behalf, as his or her attorney for the exclusive purposes of signing and attesting to such original or amended Certificates of Limited Partnership.1.4 The purpose of the Partnership shall be as follows: to buy, manage and sell, as appropriate, all real property, including improvements and personal property located thereon, known as the [name or description of property], more particularly described in Exhibit "B."[Add, if appropriate, Further, the Partnership shall engage in the [alteration and repair of the improvement, and personal property located in the subject real property.]2. NAMES AND PLACE OF BUSINESS2.1 The name of the Limited Partnership shall be __________, LTD.2.2 The business of the Partnership shall be conducted under that name and under such variations of the name as may be necessary to comply with the laws of other states within which the Partnership may do business or make investments.2.3 The General Partner shall promptly execute and duly file, with the proper offices in each state in which the Partnership may conduct the activities authorized in this Agreement, one or more certificates as required by the Fictitious Name or Assumed Name Act or similar statute in effect as to each such state in which such activities are so conducted.2.4 The principal place of business shall be located at [address], __________, and additional places of business may be located elsewhere.2.5. The name and address of the General Partner of the Partnership are:Name Address__________ __________2.6 There are no other General Partners of this Partnership and no other person or entity has any right to take part in the active management of the business affairs of the Partnership.2.7 The names and addresses or places of residence of the Limited Partners of this Partnership are set forth in Exhibit "A" attached to this Agreement and by this reference made a part of this Agreement. There are no other Limited Partners to the Partnership other than those listed in the attached Exhibit "A."3. TERM OF PARTNERSHIP3.1 The Partnership shall commence as of the date of this Agreement and shall continue in existence until [year], unless it is sooner terminated, liquidated, or dissolved as provided below.4. CONTRIBUTIONS OF CAPITAL4.1 The capital to be contributed initially to the Partnership by the General Partner and all the Limited Partners shall be cash.4.2 The initial capital to be contributed by each Partner, General and Limited, shall be the sum set opposite his or her name in the attached Exhibit"A."4.3 Each partner shall be personally liable to the Partnership for the full amount of his or her initial capital contribution.4.4 The Limited Partners shall be required to make additional capital contributions to the Partnership, on written request by the General Partner, the Partner's pro rata share (the ownership percentage set opposite the name of each Limited and General Partner in Exhibit "A") of all costs, expenses, or charges with respect to the operation of the Partnership4.5 [add, if appropriate: and the ownership operation, maintenance, and upkeep of any Partnership property including but not limited to ad valorem taxes, debt amortization (including interest payments), insurance premiums, repairs, professional fees, wages, and utility costs] to the extent such costs, expenses, or charges exceed the income, if any, derived from the Partnership and the proceeds of any loans made to the Partnership.a. If any Partner fails or refuses to contribute the entire amount of the initial capital called for and/or the additional capital as called for, the General Partner shall beauthorized to declare forfeited Partner's capital account and ownership interest as liquidated damages for the failure.5. PROFITS AND LOSSES5.1 The amount of net profits and net losses of the Partnership to be allocated to and charged against each Partner shall be determined by the percentage set opposite his or her name in Exhibit "A."5.2 The term "profits" is hereby defined to mean income or gain of whatsoever kind actually incurred by the Partnership or which, because of generally accepted accounting procedures, must be deemed to have been incurred by the Partnership.5.3 The term "losses" is hereby defined to mean any deduction, expenditure, or charge actually incurred by the Partnership or which, because of generally accepted accounting procedures, must be deemed to have been incurred by the Partnership.5.4 Cash, when available, may be distributed by the General Partner to all Partners in the same ratio as profits and losses are shared.a. Cash distributions from the Partnership may be made by the General Partner to all Partners without regard to the profits or losses of the Partnership from operations; provided, that no cash distributions shall be made that will impair the ability of the Partnership to pay its just debts as they mature.b. The General Partner shall determine when, if ever, cash distributions shall be made to the Partners, pursuant to the provisions and the tenor of this Agreement.c. There shall be no obligation to return to the General Partner or the Limited Partners, or to any one of them, any part of their capital contributed to the Partnership, for so long as the Partnership continues in existence.d. No General or Limited Partner shall be entitled to any priority or preference over any other Partner as to cash distributions.e. No interest shall be paid to any Partner on the initial contributions to the capital of the Partnership or on any subsequent contributions of capital.6. OWNERSHIP OF PARTNERSHIP PROPERTY6.1 All real property, including all improvements placed or located thereon, and all personal property acquired by the Partnership shall be owned by the Partnership, such ownership being subject to the other terms and provisions of this Agreement.a. Each Partner hereby expressly waives the right to require partition of any Partnership property or any part thereof.7. FISCAL MATTERS7.1 The Partnership's books and records and all required income tax returns shall be kept or made on a calendar year basis.a. The General Partner shall determine whether the cash or accrual method of accounting is to be used in keeping the Partnership records.7.2 The General Partner shall keep at the principal place of business and make available to all Partners at any time during normal business hours, just and true books of account and all other Partnership records.a. The copying by a Partner, or his designated agent, of any part or all of such records, at the personal expense of that Partner, is specifically authorized.b. Within not more than ninety (90) days after the close of each calendar year of the Partnership, the General Partner shall furnish to all Partners a year-end balance sheet for the Partnership and a full and detailed financial report on the business operations of the Partnership for and during the entire preceding year.c. The General Partner shall furnish to all partners their Federal and State income tax forms, including statements of the net distributable income or loss to each Partner from the operation of the Partnership.d. All of the above duties and services to be performed by the General Partner shall be deemed an expense of the Partnership.7.3 The General Partner shall receive all monies of the Partnership and shall deposit the same in one or more Partnership banking accounts.a. All expenditures by the General Partner shall be made by checks drawn against the Partnership banking account.8. MANAGEMENT OF PARTNERSHIP AFFAIRS8.1 The General Partner shall have sole and exclusive control of the Limited Partnership.a. Subject to any limitations expressly set forth in this Agreement, the General Partner shall have the power and authority to take such action from time to time as the General Partner may deem to be necessary, appropriate, or convenient in connection with the management and conduct of the business and affairs of the Limited Partnership, including without limitation the power to:(1) Acquire or dispose of real property (including any interest in real property) for cash, securities, other property, or any combination of them, on such terms and conditions as the General Partner may, from time to time, determine (including, in instances where the property is encumbered, on either an assumption or a "subject to" basis);(2) Finance the Partnership's activities either with the seller of the property or by borrowing money from third parties, all on such terms and conditions as the General Partner deems appropriate. In instances where money is borrowed for Partnership purposes, the General Partner shall be, and hereby is, authorized to pledge, mortgage, encumber, and grant security interest in Partnership properties for the repayment of such loans.(3) Acquire, own, hold, improve, manage, and lease the property, either alone or in conjunction with others through partnerships, limited partnerships, joint ventures, or other business associations or entities;(4) Employ, retain, or otherwise secure or enter into other contracts with personnel or firms to assist in the acquisition, development, improvement, management, and general operation of the Partnership properties, including, but not limited to, real estate brokers or agents, supervisory, development and/or building management agents, attorneys, accountants, and engineers, all on such terms and for such consideration as the General Partner deems advisable; and(5) Take any and all other action which is permitted under the __________ Limited Partnership Act and which is customary or reasonably related to the acquisition, ownership, development, improvement, management, leasing, and disposition of real, personal, or mixed property.8.2 The General Partner shall exercise ordinary business judgment in managing the affairs of the Partnership.a. Unless fraud, deceit, or a wrongful taking shall be involved, the General Partner shall not be liable or obligated to the limited Partners for any mistake of fact or judgment made by the General Partner in operating the business of the Partnership resulting in any loss to the Partnership or its Partners.b. The General Partner does not, in any way, guarantee the return of the Limited Partners' capital or a profit from the operations of the Partnership.c. Neither shall the General Partner be responsible to any Limited Partner because of a loss of his or her investment or a loss in operations, unless it shall have been occasioned by fraud, deceit, or a wrongful taking by the General Partner.d. The General Partner shall devote such attention and business capacity to the affairs of the Partnership as may be reasonably necessary.(1) In this connection, the parties hereby acknowledge that the GeneralPartner may be the manager or general partner of other partnerships and maycontinue to manage other partnerships, and may continue to engage in otherdistinct or related business.8.3 All Partners recognize that sometimes there are practical difficulties in doing business as a Limited Partnership occasioned by outsiders seeking to satisfy themselves regarding the capacity of the General Partner to act for and on behalf of the Partnership, or for other reasons.a. The Limited Partners hereby specifically authorize the General Partner to acquire all real and personal property, arrange all financing, enter contracts, and complete all other arrangements needed to effect the purposes of this Partnership, either in the General Partner's own name or in the name of a nominee, without having to disclose the existence of this Partnership.b. If the General Partner decides to transact the Partnership business in his own name or in the name of a nominee, the General Partner shall place a written declaration of trust in the Partnership books and records that acknowledges the capacity in which the nominee acts and the name of the Partnership as true or equitable owner.8.4 The General Partner may be removed by the affirmative vote of [specify percentage] (_____%) in interest, not in number, of the Limited Partners.a. The written notice of a General Partner's removal shall be served on the General Partner by certified mail.b. The notice shall set forth the day on which the removal is to be effective, which date shall not be less than thirty (30) days after the service of the notice on the General Partner.c. On the removal of the General Partner, the Limited Partners shall elect a new General Partner on the vote of [specify percentage] (_____%) in interest, not in number, of the Limited Partners, at a special meeting called for that purpose.d. The removal of a General Partner shall cause the General Partner's interest in the Partnership to be converted to a Limited Partnership interest but shall not alter or change the rights or responsibilities pursuant to paragraphs 11.2 and 11.3 of this Agreement.8.5 The General Partner and/or the General Partner's assignees or appointees shall receive a management fee, payable monthly, which shall not exceed [specify percent] (_____%) of the gross revenue, that is, of the total monthly receivables of all rentals, of the Partnership.8.6 The Limited Partners shall not have either the obligation or the right to take part, directly or indirectly, in the active management of the business.a. No Limited Partner is authorized to do or perform any act or deed in the name of, for, or on behalf of either the General Partner or the Partnership.b. No Limited Partner is authorized to and shall not be permitted to do any act or deed that will cause the Limited Partner to be classified as a General Partner of the Partnership.9. LIABILITIES9.1 The liability of the General Partner arising from carrying on the business affairs or operations of the Partnership or for the debts of the Partnership is unrestricted.a. The liability of the Limited Partners with regard to the Partnership in all respects is restricted and limited to the amount of the actual capital contributions that each Limited Partner makes.9.2 Nothing in this Agreement shall prevent or act against a loan of funds from the General Partner or a Limited Partner to the Partnership on a promissory note or similar evidence of indebtedness, for a reasonable rate of interest.a. Any Partner lending money to the Partnership shall have the same rights regarding the loan as would any person or entity making the loan who was not a Partner of the Partnership.10. PROHIBITED TRANSACTIONS10.1 During the time of organization or existence of this Limited Partnership, neither the General nor the Limited Partners shall do any one of the following:a. Use the name of the Partnership, or any substantially similar name, or any trademark or trade name adopted by the Partnership, except in the ordinary course of the Partnership's business;b. Disclose to any non-partner any of the Partnership business practices, trade secrets, or any other information not generally known to the business community;c. Do any other act or deed with the intention of harming the business operations of the Partnership;d. Do any act contrary to the Limited Partnership agreement, except with the prior expressed approval of all Partners;e. Do any act which would make it impossible to carry on the intended or ordinary business of the Partnership;f. Confess a judgment against the Partnership;g. Abandon or wrongfully transfer or dispose of Partnership property, real or personal; orh. Admit another person or entity as a General or Limited Partner.10.1 The General Partner shall not use, directly or indirectly, the assets of this Partnership for any purpose other than for carrying on the business of the Partnership, for the full and exclusive benefit of all its Partners.11. RESTRICTIONS ON TRANSFERS11.1 Except as set forth below, no Limited Partner shall sell, assign, transfer, encumber, or otherwise dispose of any interest in the Partnership without the written consent of the General Partner.11.2 In the event a Limited Partner receives a bona fide offer for the purchase of all ora part of his or her interest in the Partnership, the Limited Partner shall either refuse the offer or give the General Partner written notice setting out full details of the offer, which notice shall, among other things, specify the name of the offeror, the percentage of interest in the Partnership covered by the offer, terms of payment, including whether the offer is for cash or credit, and, if on credit, the time and interest rate, as well as any andall other consideration being received or paid in connection with the proposed transaction, as well as any and all other terms, conditions, and details of the offer.a. Upon receipt of the notice with respect to the offer, the General Partner shall have the exclusive right and option, exercisable at any time during the period of [number] days from the date of the notice, to purchase the interest in the Partnership covered by the offer at the same price and on the same terms and conditions of the offer as set out in the notice.b. If the General Partner decides to exercise the option, the General Partner shall give written notification of this decision to the Limited Partner desiring to sell, and the sale and purchase shall be closed within [specify length of time] thereafter.c. If the General Partner does not elect to exercise the option, the General Partner shall notify in writing the other members of the Limited Partnership regarding the terms of the offer. Should any individual Limited Partner or group of Limited Partners decide to exercise the option of purchase, notification of this decision shall be given in writing to the General Partner to be transmitted in writing to the selling Limited Partner within the same period provided above for notification of a General Partner's exercise ofthe option, and the sale and purchase shall be closed within [specify length of time] thereafter.d. If none of the Limited Partners elects to exercise this option, the selling Limited Partner shall be so notified in writing by the General Partner and shall be free to sell the interest in the Partnership covered by the offer. The sale, if permitted, shall be made strictly upon the terms and conditions and to the person described in the required notice.e. Any Assignment made to anyone not already a Partner shall be effective only to give the assignee the right to receive the share of profits to which the assignor would otherwise be entitled, shall not relieve the assignor from liability for additional contributions of capital, shall not relieve the assignor from liability under the provisions of this Partnership Agreement, and shall not give the assignee the right to become a substituted Limited Partner. Neither the General Partner nor the Partnership shall be required to state the tax consequences to a Limited Partner or to a Limited Partner's assignee arising from the assignment of a Limited Partnership interest.f. The Partnership shall continue with the same basis and capital amount for the assignee as was attributable to the former owner who assigned the Limited Partnership interest.g. The Partnership interest of the General Partner cannot be voluntarily assigned or transferred except when such an assignment or transfer occurs by operation of law.11.3 On the death of a Limited Partner, the General Partner shall have an obligation to purchase from the estate of the deceased Limited Partner, and the estate of the deceased Limited Partner shall have an obligation to sell to the General Partner, the deceased Partner's interest in the Partnership, at the price and on the terms and conditions set forth in this Paragraph.11.4 The purchase price for the deceased Limited Partner's proportionate interest in the Partnership shall be the deceased Limited Partner's proportionate interest in the fair market value of the Partnership property, determined as provided below, together with the assumption of all liability for any outstanding indebtedness, liabilities, liens, and obligations relating to the Partnership or the Partnership property.a. Within [number] days after the death of the deceased Limited Partner, the General Partner shall name an appraiser and within [number] days after the death of the deceased Limited Partner the executor or other legal representative of the estate of the deceased Limited Partner shall name an appraiser.b. If either party fails to name an appraiser within the specified time, the other party may select the second appraiser. The two (2) appraisers so selected shall proceed promptly to determine the fair market value of the Partnership property, takinginto consideration any outstanding indebtedness, liabilities, liens, and obligations relating to the Partnership property.c. The determination of the fair market value of the Partnership property by the two (2) appraisers selected as provided above shall be final and binding on all parties. If the two (2) appraisers so selected are unable to agree on the fair market value of the Partnership property, they shall select a third appraiser whose determination as to fair market value shall be final and binding on all parties.d. The appraisers shall deliver a written report of their appraisal or the appraisal of the third appraiser, as the case may be, to the General Partner and to the executor or other legal representative of the estate of the deceased Limited Partner.e. Each party shall pay the fee and expenses of the respective appraiser selected by such party, and if a third appraiser shall be appointed, the fee and expenses of the third appraiser shall be borne one-half (l/2) by the General Partner and one-half (l/2) by the estate of the deceased Limited Partner.f. During the period between the date of death and the date the purchase price is paid to the estate of the deceased Limited Partner, the General Partner shall contribute the deceased Limited Partner's share of any contribution required to be made to the Partnership under the provisions of this Agreement; provided, however, that the amount of any such payment made by the General Partner during the period between the date of the deceased Limited Partner's death and the date of the appraisers' report shall be deducted from the amount of the purchase price to be paid to the estate of the deceased Limited Partner.g. The purchase price shall be evidenced by a negotiable promissory note in a principal amount equal to the purchase price of the deceased Limited Partner's interest in the Partnership as computed as provided in this Agreement, and providing for interest at the rate of __________ percent (_____%) per annum, payable in [number and frequency] installments, and containing acceleration and other customary clauses.h. The note shall bear interest from the date of death of the deceased Limited Partner with the first principal and accrued interest payment being due and payable [six(6) months] following the date of death.i. The General Partner shall have the right to prepay any and all installments of the note at any time with no premium or penalty.j. On delivery of the note and the assumption by the General Partner of all liability of the deceased Limited Partner for any outstanding indebtedness, liabilities, liens, and obligations relating to the Partnership, the estate of the deceased Limited Partner shall have no further interest in the Partnership or in its business or assets, and the executor or other legal representative of the estate of the deceased Limited Partner shall execute and deliver such deeds, conveyances, and other instruments as may be reasonablynecessary to evidence and render fully effective the transfer of the interest of the deceased Limited Partner in the Partnership and its business assets.k. The interest of the deceased Limited Partner shall be acquired by the General Partner, who shall become a Limited Partner to the extent of such interest.12. TERMINATION OF THE PARTNERSHIP12.1 The General Partner, effective as of the last day of any calendar year of the Partnership, may voluntarily withdraw from the Partnership as General Partner.a. Any such withdrawal shall have the effect of terminating the Partnership as of the close of business on that day.b. The bankruptcy, death, incapacity, or resignation of the General Partner shall result in the termination of the Partnership as of the close of business on the last day of the calendar year in which the event occurs.12.2 The Partnership may be terminated on any date specified in a notice of termination, signed by the General Partner and by a majority of all the Limited Partners. As used in this Agreement, a majority of the Limited Partners means Limited Partners having in the aggregate a majority of the capital interest of the Limited Partners in the Partnership as of the time the notice of termination is executed.a. The death or incapacity of a Limited Partner shall have no effect on the life of the Partnership, which shall continue.12.3 On the termination of the Partnership, regardless of how it is terminated, the affairs of the Partnership shall be wound up by the General Partner.a. If for any reason there is no General Partner, or if the General Partner refuses to serve or is incapable of serving, a majority in interest, not in number, of the Limited Partners may appoint or designate a Trustee in Liquidation who shall serve to wind up the affairs of the Partnership.b. The Trustee in Liquidation need not be a commercial corporate trustee, need not be bonded, and may be a Limited Partner. Whoever serves to wind up the affairs of the Partnership, the following procedure shall be followed:c. On termination, the assets of the Partnership shall be applied to payment of the outstanding Partnership liabilities, although an appropriate reserve may be maintained and the amount determined by the General Partner or Trustee in Liquidation for any contingent liability, until that contingent liability is satisfied.d. The balance of the reserve, if any, shall be distributed together with any other sum remaining after payment of the outstanding Partnership liabilities to the。