中外合资企业协议 (中英文)
英文版中外合作经营合同范本6篇
英文版中外合作经营合同范本6篇篇1CONTRACT OF COOPERATION FOR BUSINESS OPERATION BETWEEN CHINESE AND FOREIGN PARTIES合同编号:_____________甲方(中方):________________________乙方(外方):________________________一、合同目的和合作方式二、合作期限The term of this cooperation shall be from the date of signing this Contract until the date of expiration as specified in the Articles of Association of the joint venture company,with a duration of _______ (年数)years.三、投资与股权分配Party A shall contribute _______ (货币及金额)as cash investment,while Party B shall contribute _______ (货币及金额). The equity distribution shall be in accordance with the actual investment ratio,with Party A holding ___% equity and Party B holding ___% equity in the joint venture company.四、业务范围和利润分配The business scope of the joint venture company shall include but not be limited to the research,development,production,sales,and marketing of products related to the aforementioned industry field. The profit distribution shall be based on the actual equity distribution and determined by the Board of Directors in accordance with the Company’s Articles of Association and relevant laws and regulations.五、管理结构The management structure of the joint venture company shall be established in accordance with Chinese laws and regulations. The Board of Directors shall be comprised of representatives from both parties,with equal representationand decision-making power. The General Manager shall be appointed by Party B,subject to approval by the Board of Directors.六、技术转让与保密义务Party B shall transfer necessary technology to the joint venture company for the operation of the business. Both parties shall undertake confidentiality obligations towards any confidential business information that they may learn during their collaboration. Any disclosure of confidential information shall be subject to mutual consent or as required by law.七、风险承担与违约处理Both parties shall bear risks associated with the operation of the business equally. If any party fails to perform its obligations under this Contract or breaches any provision,thenon-breaching party shall be entitled to claim compensation for any losses incurred. If such breach is material and cannot be rectified,the non-breaching party may terminate this Contract and claim compensation for any losses.八、争议解决与法律适用Any disputes arising from or in connection with this Contract shall be settled through friendly negotiation between both parties. If negotiation fails,such disputes shall be submitted to China International Economic and Trade Arbitration Commission for arbitration which shall be conducted in accordance with its arbitration rules in effect at that time. The place of arbitration shall be _______ (仲裁地点). This Contract shall be governed by laws of China.九、合同的变更与终止Contract modification or termination must be agreed upon by both parties and documented in writing. Any modification shall be subject to approval by relevant authorities as required by Chinese laws and regulations. Upon expiration or termination of this Contract,all assets and liabilities of the joint venture company shall be disposed in accordance with its Articles of Association and relevant laws and regulations.篇2CONTRACT OF COOPERATION FOR BUSINESS OPERATION BETWEEN CHINESE AND FOREIGN PARTIES本合同由以下双方签订:Party A: [甲方名称](以下简称甲方)Party B: [乙方名称](以下简称乙方)一、前言:甲乙双方本着平等互利的原则,通过友好协商,决定共同合作经营XX项目。
中外合作经营合同格式(中英文)4篇
中外合作经营合同格式(中英文)4篇篇1Sino-Foreign Joint Venture Contract Template (Chinese and English)Article 1: PurposeThe purpose of this agreement is to establish a joint venture (JV) between a Chinese company and a foreign company for the purpose of cooperation in a specific industry or project.第一条:目的本协议的目的是为了在特定行业或项目中建立中外合作经营合资企业(JV)。
Article 2: Establishment of the Joint Venture1. The Chinese company and the foreign company each agree to invest a certain amount of funds or assets to establish the JV.2. The JV will be registered in accordance with Chinese laws and regulations.第二条:合资企业的建立1. 中方公司和外方公司各自同意投资一定数额的资金或资产成立JV。
2. JV将根据中国法律法规注册设立。
Article 3: Management Structure1. The JV will have a board of directors consisting of representatives from both the Chinese and foreign companies.2. The management of the JV will be jointly appointed by both parties.3. Decisions regarding major matters of the JV will require the consent of both parties.第三条:管理结构1. JV将设立由中外两家公司代表组成的董事会。
中外合资企业股东协议中英文对照5篇
中外合资企业股东协议中英文对照5篇全文共5篇示例,供读者参考篇1Joint Venture Shareholders Agreement中外合资企业股东协议This Shareholders Agreement (the “Agreement”) is made and entered into as of [date], by and between [Chinese shareholder], a company duly incorporated and validly existing under the laws of the People’s Republic of China (“Chinese Shareholder”), and [f oreign shareholder], a company duly incorporated and validly existing under the laws of [country] (“Foreign Shareholder”).本股东协议(以下简称“协议”)由中方股东[中方股东名称](以下简称“中方股东”)和外方股东[外方股东名称](以下简称“外方股东”)于[date]签署并生效。
Recitals鉴于以下事实:1. Chinese Shareholder and Foreign Shareholder have agreed to establish a joint venture company in China for the purpose of [purpose of joint venture].中方股东和外方股东已就在中国设立一家合资企业的目的为【合资企业目的】而达成了协议。
2. In order to regulate their rights and obligations as shareholders in the joint venture company, the parties have decided to enter into this Agreement.为了规范双方在合资企业中作为股东的权利和义务,双方决定签署本协议。
中外合资经营合同格式(中英)5篇
中外合资经营合同格式(中英)5篇篇1中外合资经营合同格式(中英)合资经营合同合资经营合同范本本合资经营合同(以下简称“本合同”)由以下各方自愿签订:甲方:(中方合资方名称)地址:法定代表人:电话:传真:乙方:(外方合资方名称)地址:法定代表人:电话:传真:丙方:(合资企业名称)地址:法定代表人:电话:传真:为了规范双方合资经营的行为,保证各方合法权益,现甲、乙双方就合资公司设立、运营等事宜达成如下协议:第一条合资目的甲、乙双方为了共同开发市场,分享商业机会,提高经济效益,经友好协商一致,决定以【(填写公司名称)】为合资企业的名称,进行经营活动。
第二条经营范围合资企业的经营范围包括但不限于:1.(具体经营内容)2.(具体经营内容)3.(具体经营内容)......经营范围扩大或变更,应遵守相关法律法规的规定,并经甲、乙双方协商一致,并报相关部门备案。
第三条注册资本及股权比例1. 合资企业的注册资本为人民币【(填写具体数字)】万元,甲、乙双方分别出资【(填写具体数字)】万元。
2. 甲、乙双方的股权比例为【(填写具体数字)】∶【(填写具体数字)】。
3. 甲、乙双方应按照其出资比例享有合资企业的相应权益。
第四条经营管理机构1. 合资企业设董事会,董事会由甲、乙双方各自提名【(填写具体数字)】名成员组成,分别由甲、乙双方指派董事长。
2. 合资企业设总经理,由董事会聘任,董事长必须为总经理提名人。
3. 董事长和总经理分别负责合资企业的董事会和日常经营管理及决策。
第五条管理费用及利润分配1. 甲、乙双方应按照其出资比例分担合资企业的管理费用。
2. 合资企业经营盈利后,甲、乙双方按照其出资比例分享利润。
3. 合资企业亏损时,甲、乙双方应按照其出资比例分担亏损。
第六条合资企业财务管理1. 合资企业应建立健全的财务管理制度,负责人员应根据有关法律法规的规定进行财务管理。
2. 合资企业应每年定期开展审计年度报告,报相关部门备案。
有关中外合资经营合同格式附英文版7篇
有关中外合资经营合同格式附英文版7篇篇1本合同由以下双方签订:_____________(以下简称甲方) 和_____________(以下简称乙方)。
双方根据平等互利的原则,通过友好协商,就共同投资设立一家合资企业达成如下协议:一、合同双方二、合资企业名称及性质三、投资总额与注册资本四、出资方式及期限一、Terms and Conditions of Contract for Sino-Foreign Joint Venture (with English version attached)This contract is made by and between _________ (hereinafter referred to as Party A) and _________ (hereinafter referred to asParty B). On the principles of equality and mutual benefit through friendly consultations, both parties agree to jointly invest in the establishment of a joint venture company as follows:I. Parties to the ContractII. Name and Nature of the Joint Venture CompanyIII. Total Investment and Registered CapitalIV. Investment Methods and Time Limit篇2本合同由以下双方签订:甲方:【公司名称】(以下简称甲方)地址:【公司地址】法定代表人:【甲方法人姓名】国籍:【甲方法国籍】联系方式:【甲方联系方式】电子邮箱:【甲方邮箱地址】乙方:【公司名称】(以下简称乙方)地址:【公司地址】法定代表人:【乙方法人姓名】国籍:【乙方法国籍】联系方式:【乙方联系方式】电子邮箱:【乙方邮箱地址】鉴于甲乙双方共同决定设立一家中外合资经营的公司,在平等互利的基础上,经过友好协商,达成如下协议:一、合资公司的基本信息公司名称:【合资公司名称】公司地址:【合资公司地址】注册资本:【注册资本金额】经营范围:【公司经营范围】等事项达成了一致意见。
中外合资企业股东协议中英文对照6篇
中外合资企业股东协议中英文对照6篇篇1本协议于XXXX年XX月XX日在_____(地点)由以下双方签订:甲方:_________(中国公司/个人)乙方:_________(外国公司/个人)鉴于甲乙双方共同决定合资成立一家新的公司,双方根据中华人民共和国有关中外合资企业的法律法规,本着平等互利的原则,经过友好协商,就共同出资设立合资公司的相关事宜达成一致意见,特签订本协议。
一、公司基本情况合资公司的名称为:________有限公司公司注册地为:___________________公司的组织形式为有限责任公司。
公司的经营范围为:_____________________等。
公司的投资总额为:____万美元。
注册资本为____万美元。
甲、乙双方按照比例出资。
具体投资金额及比例如下:甲方投资____万美元,占注册资本的XX%;乙方投资____万美元,占注册资本的XX%。
甲乙双方按照协议规定的期限缴清各自的出资额。
公司的经营期限为XX年,自营业执照签发之日起计算。
二、股东权利和义务甲乙双方应按照公司章程规定的条款享有股东权利并承担股东义务。
包括但不限于:利润分配权、公司管理权、选举和被选举权等权利以及承担缴纳出资额的义务等。
股东应遵守公司章程的规定,不得擅自转让股权或对公司事务进行干涉。
三、董事会和管理层公司设立董事会,由XX名董事组成,其中甲方委派XX名董事,乙方委派XX名董事。
董事长由____方担任,副董事长由____方担任。
董事会负责制定公司的发展战略、决策重要事项等。
公司管理层由总经理和副总经理组成,总经理由____方担任,副总经理由____方担任。
管理层的职责是执行董事会的决策,负责公司日常管理工作。
甲乙双方应根据公司实际情况选派合适的代表担任相应职务。
各方代表的任期、薪酬和福利等事宜在公司章程中规定。
在合作期间,应团结协作,密切配合,共同实现公司的经营目标和发展战略。
甲乙双方同意遵守董事会和管理层的决策和规定,并承担相应责任和义务。
中外合作经营合同格式(中英文)5篇
中外合作经营合同格式(中英文)5篇篇1Sino-Foreign Joint Venture Operation ContractThis agreement is made and entered into on this [insert date], by and between [Chinese Company], a company organized and existing under the laws of the People's Republic of China, with its principal office located at [insert address], hereinafter referred to as the "Chinese Company", and [Foreign Company], a company organized and existing under the laws of [insert country], with its principal office located at [insert address], hereinafter referred to as the "Foreign Company".WHEREAS, the Parties wish to establish a joint venture to operate a [describe business activity] in the People's Republic of China.NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties hereto agree as follows:1. Establishment of Joint VentureThe Parties agree to establish a joint venture company under the name of [Joint Venture Company], with its registered capital of [insert amount] to be contributed by the Parties in the following proportions: Chinese Company [insert percentage] and Foreign Company [insert percentage].2. Business ScopeThe business scope of the Joint Venture Company shall include [describe business activities]. The operation of the Joint Venture Company shall be guided by the laws of the People's Republic of China and any other applicable regulations.3. ManagementThe management of the Joint Venture Company shall be conducted by a Board of Directors consisting of [insert number] directors, with [insert number] to be appointed by the Chinese Company and [insert number] to be appointed by the Foreign Company.4. Financial MattersThe financial matters of the Joint Venture Company shall be handled in accordance with the provisions set forth in this agreement. The Parties agree to share profits and losses inproportion to their respective contributions to the registered capital.5. Dispute ResolutionAny dispute arising out of or in connection with this agreement shall be settled through friendly consultation between the Parties. If the Parties fail to resolve the dispute amicably, the matter shall be submitted to arbitration in accordance with the rules of the [appropriate arbitration institution].IN WITNESS WHEREOF, the Parties hereto have caused this agreement to be duly executed on the date and year first above written.[Chinese Company]By: __________________________[Foreign Company]By: __________________________This Sino-Foreign Joint Venture Operation Contract is hereby approved and ratified by the relevant authorities of both Parties.Date: __________________________[Government Authority of Chinese Company]By: __________________________[Government Authority of Foreign Company]By: __________________________This agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior discussions, correspondence, understandings, and agreements between the Parties relating to such subject matter.IN WITNESS WHEREOF, the Parties hereto have executed this agreement as of the date and year first above written.[Chinese Company]By: __________________________[Foreign Company]By: __________________________This document represents a legal and binding contract between the Parties, each of whom has read and understood the terms and conditions contained herein.[Chinese Company]By: __________________________[Foreign Company]By: __________________________This Sino-Foreign Joint Venture Operation Contract shall become effective upon the signing by all Parties.Signed and sealed by the Parties on the date and year first above written.[Seal of Chinese Company][Seal of Foreign Company]篇2Joint Venture ContractThis Joint Venture Contract is made and entered into on [date], by and between [Party A], a company organized and existing under the laws of [Country A], and having its principal place of business at [address], [City], [Country A], hereinafter referred to as the "Chinese Party", and [Party B], a company organized and existing under the laws of [Country B], and having its principal place of business at [address], [City], [Country B], hereinafter referred to as the "Foreign Party".WHEREAS, the Parties desire to engage in a joint venture for the purpose of [purpose of the joint venture];NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants contained herein, the Parties agree as follows:1. Formation of Joint VentureThe Parties shall form a joint venture (the "Venture") to be named [Name of Joint Venture]. The Venture shall be organized as a [describe the type of entity] under the laws of [Country A]. The respective ownership interests of the Parties shall be [X%] for the Chinese Party and [Y%] for the Foreign Party.2. Principal Place of BusinessThe principal place of business of the Venture shall be located at [address], [City], [Country A], but the Venture may establish such other branch offices or facilities as may be deemed necessary or desirable.3. Business PurposeThe purpose of the Venture shall be to [describe the business purpose of the Joint Venture], including but not limited to [specific business activities].4. Capital ContributionThe Chinese Party shall contribute [amount] as its capital contribution to the Venture, and the Foreign Party shall contribute [amount] as its capital contribution. Each Party's capital contribution shall be paid within [number] days of the execution of this Contract.5. Management and OperationThe Venture shall be managed by a Board of Directors consisting of [X] directors appointed by the Chinese Party and [Y] directors appointed by the Foreign Party. The Board shall meet on a quarterly basis to oversee the operations and make strategic decisions for the Venture.6. Distribution of Profits and LossesAll profits and losses of the Venture shall be allocated in proportion to the ownership interests of the Parties. Any distributions of profits shall be made on a quarterly basis.7. Term and TerminationThis Contract shall have a term of [number] years, commencing on the date of execution. The Contract may be terminated by mutual agreement of the Parties or upon the occurrence of certain events as set forth herein.8. Governing LawThis Contract shall be governed by and construed in accordance with the laws of [Country A].IN WITNESS WHEREOF, the Parties hereto have executed this Contract as of the date first above written.[Signature of Chinese Party] [Signature of Foreign Party][Name of Signatory] [Name of Signatory][Title of Signatory] [Title of Signatory][Date][Date]Please note that this Joint Venture Contract is for reference purposes only and should be tailored to the specific needs and circumstances of the Parties involved. It is advisable to seek legal counsel before entering into any joint venture agreement.篇3Cooperative Operation Contract Format (Chinese-English)Contract Title: Cooperative Operation Contract Contracting Parties:Party A: [Name of Chinese Company]Address: [Address of Chinese Company]Legal Representative: [Name of Legal Representative] Contact Person: [Name of Contact Person] Telephone: [Telephone Number]Email: [Email Address]Party B: [Name of Foreign Company]Address: [Address of Foreign Company]Legal Representative: [Name of Legal Representative] Contact Person: [Name of Contact Person] Telephone: [Telephone Number]Email: [Email Address]Date of Contract: [Date]1. Purpose of Cooperation:Party A and Party B agree to enter into this cooperative operation contract for the purpose of jointly operating a business venture in [Country/Location].2. Scope of Cooperation:2.1 Party A shall be responsible for providing [Specific Responsibilities of Party A].2.2 Party B shall be responsible for providing [Specific Responsibilities of Party B].2.3 Both parties shall collaborate on [Specific Tasks to be Collaborated on].3. Investment:3.1 Party A shall invest [Amount] in the business venture.3.2 Party B shall invest [Amount] in the business venture.3.3 The investment shall be used for [Purpose of Investment].4. Profit Sharing:4.1 The profits and losses of the business venture shall be shared between Party A and Party B in the ratio of [Ratio].4.2 Profit sharing shall be conducted on a [Frequency] basis.5. Term of Contract:5.1 This contract shall be valid for a period of [Number] years.5.2 The contract may be renewed by mutual agreement of both parties.6. Termination:6.1 Either party may terminate this contract with [Number] days' written notice.6.2 In the event of termination, both parties agree to settle any outstanding financial obligations.7. Dispute Resolution:Any disputes arising from this contract shall be resolved through amicable negotiations between the parties. If an amicable resolution cannot be reached, the parties agree to submit the dispute to arbitration.8. Confidentiality:Both parties agree to maintain the confidentiality of any information shared during the course of their cooperation and not to disclose it to any third parties.9. Governing Law:This contract shall be governed by the laws of[Country/Location].10. Signatures:This contract shall be signed by the legal representatives of Party A and Party B on the date mentioned above.In witness whereof, the parties have executed this contract on the date first mentioned above.Party A: _______________________ (Seal)Party B: _______________________ (Seal)篇4Sino-Foreign Joint Venture AgreementThis Agreement is made and entered into on this ___ day of ____, 20__, by and between [Chinese Company Name], a company duly organized and existing under the laws of the People's Republic of China, with its principal place of business at [address], hereinafter referred to as the "Chinese Party", and [Foreign Company Name], a company duly organized and existing under the laws of [Foreign Country], with its principal place of business at [address], hereinafter referred to as the "Foreign Party."Whereas, the Chinese Party desires to enter into a joint venture with the Foreign Party for the purpose of establishing a business entity in China to engage in [describe the nature of the business], and the Foreign Party desires to participate in such joint venture;Now, therefore, the parties hereby agree as follows:1. Establishment of Joint VentureThe parties agree to establish a joint venture company under the name of [Joint Venture Company Name], which shall be registered in accordance with Chinese laws and regulations. The shareholding structure of the company shall be [percentage Chinese Party] owned by the Chinese Party and [percentage Foreign Party] owned by the Foreign Party.2. Business ScopeThe Joint Venture Company shall engage in the business of [describe the business activities of the company].3. Capital ContributionThe Chinese Party shall contribute [amount] as its capital contribution to the Joint Venture Company, while the Foreign Party shall contribute [amount] as its capital contribution. Thetotal registered capital of the Joint Venture Company shall be [total amount].4. ManagementThe management of the Joint Venture Company shall be handled by a board of directors, composed of [number] members, with [number] members appointed by the Chinese Party and [number] members appointed by the Foreign Party. The chairman of the board shall be appointed by the Foreign Party.5. Profit and Loss SharingThe profits and losses of the Joint Venture Company shall be shared by the parties in proportion to their respective shareholdings in the company.6. Term and TerminationThis agreement shall be effective as of the date first above written and shall continue in force for a term of [number] years. Either party may terminate this agreement by giving [number] months' written notice to the other party.In witness whereof, the parties hereto have executed this Agreement on the day and year first above written.Chinese Party:_______________[Name][Title]Foreign Party:_______________[Name][Title]篇5International Joint Venture AgreementThis Agreement is made and entered into as of [date], by and between [Foreign Company], a corporation organized and existing under the laws of [country], having its principal place of business at [address], and [Chinese Company], a corporation organize d and existing under the laws of the People’s Republic of China, having its principal place of business at [address].WHEREAS, the parties desire to form a joint venture to carry on a certain business in the People’s Republic of China; andWHEREAS, the parties desire to set forth the terms and conditions of their joint venture in this Agreement.NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:1. Formation of Joint Venture. The parties hereby agree to form a joint venture (the “Joint Venture”) for the purpose of [describe purpose of Joint Venture]. The Joint Venture shall be incorporated under the laws of the People’s Republic of China as a Sino-foreign joint venture.2. Ownership and Capital Contribution. The parties agree that their ownership interests in the Joint Venture shall be as follows:- [Foreign Company] shall contribute [percentage] of the total capital of the Joint Venture;- [Chinese Company] shall contribute [percentage] of the total capital of the Joint Venture.3. Management. The management of the Joint Venture shall be vested in a board of directors, consisting of [number] directors. [Foreign Company] shall have the right to appoint[number] directors, and [Chinese Company] shall have the right to appoint [number] directors. Any decision of the board of directors shall require the affirmative vote of [percentage] of the directors.4. Distribution of Profits and Losses. The profits and losses of the Joint Venture shall be distributed among the parties in proportion to their ownership interests in the Joint Venture.5. Term and Termination. The term of this Agreement shall commence on the date hereof and continue for a period of [number] years, unless terminated earlier by mutual agreement of the parties. In the event of termination of this Agreement, the parties shall wind up the affairs of the Joint Venture in accordance with the provisions of this Agreement.6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the People’s Republic of China.IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.[Foreign Company]By: ______________________Name: ____________________Title: _____________________ [Chinese Company] By: ______________________ Name: ____________________ Title: _____________________。
中外合作经营合同英文版6篇
中外合作经营合同英文版6篇篇1Sino-Foreign Cooperative Operation Contract本合同由以下双方签订:Signed by and between:甲方:____________ (以下简称中方)Party A: ___________ (hereinafter referred to as the Chinese Party)乙方:____________ (以下简称外方)Party B: ___________ (hereinafter referred to as the Foreign Party)鉴于双方的意愿和优势互补,双方决定共同投资设立一家合作经营企业。
为明确双方的权利和义务,根据《中华人民共和国合同法》等相关法律法规的规定,双方经过友好协商,达成如下协议条款:WHEREAS the parties, in recognition of their mutual interests and complementary advantages, have decided tojointly invest in the establishment of a cooperative enterprise; and in order to clarify their rights and obligations, they have agreed upon the following terms and conditions in accordance with the Contract Law of the People’s Republic of China and other relevant laws and regulations.一、合作经营企业的名称和地址Name and Address of the Cooperative Enterprise: _________二、合作经营项目、经营期限和经营规模Scope of Cooperation, Term of Operation and Scale of Business: _________三、合作双方的基本情况Profiles of Both Parties:四、投资总额和注册资本Total Investment and Registered Capital:双方共同出资总额为_________元人民币。
中外合资企业股东协议中英文对照(精选3篇)
中外合资企业股东协议中英文对照(精选3篇)中外合资企业股东协议中英文对照篇1SHAREHOLDERS’ AGREEMENT THE AGREEMENT,MADE THIS DAY OF 20__ BY AND BETWEEN , A CORPORATION DULY ORGANIZED AND EXISTING UNDER THE LAWS OF MEXICO AND HAVING ITS PRINCIPAL OFFICE AT________ MEXICO (HEREINAFTER REFERRED TO AS “X”),REPRESENTED BY_________AND YYY, A CORPORATION DULY ORGANIZED AND EX-ISTING UNDER THE LAWS OF_____________ AND HAVING ITS PRINCIPAL OFFICE AT (HEREINAFTER REFERRED TO AS“Y”),REPRE-SENTED BY__________.WITNESSETHWHEREAS,X has been established with the purpose _________among other things, of investing ___________ business,and is now desirous of becoming engaged in the manufacturing and selling Contract business;WHEREAS,Y has for many years been engaged in _______________, among other things, research, development and production of certain Contract Products and in the sale of such Products in various parts of the world; WHEREAS, Y has experience in manufacturing Contract PRODUCTS in overseas countries and is therefore capable of furnishing technical assistance for manufacturing such PRODUCTS.WHEREAS, X and Y are desirous of cooperating with each other in jointly setting-up a new company in Mexico to manufacture Contract PRODUCTS hereinafter more particularly described; and WHEREAS, X and Y are desirous that said new company will obtain technical assistance from Y for manufacturing such PRODUCTS and Y is willing to furnish suchtechnical assistance to the new company; NOW, THEREFORE in consideration of the premises and the mutual covenants herein contained, it is hereby mutually agreed as follows:CLAUSE 1. INCORPORATION OF NEW COMPANY:1.1 For the purpose of forming a new company to engage in manufacturing and selling the PRODUCTS defined in2.1 of CLAUSE 2, both parties hereby agree to incorporate jointly in Mexico a stock Corporation of variable capital under the Commercial Code of Mexico, with such corporat ion’s Articles of Incorporation to be in the form attached hereto as Exhibit A,which shall be an integral part of this Agreement,such new corporation to be hereinafter referred to as FCAM.The name of FCAM shall be:subject to the provisions of Articles of Incorporation of FCAM.1.2 The percentage ownership of the respective parties hereto in the capital stock of FCAM shall be,X and its three designees an aggregate of fifty-one percent (51%),and Y and its three designees,an aggregate of forty-nine percent (49% ),which percentage shall be maintained without change at all times during the term of this Agreement, unless other- wise expressly agreed in writing by both parties hereto. In order to conform to the requirements of Mexican law that a stock corporation shall at all times have at least five (5) shareholders. each of X and Y may appoint three (3)designees,each of whom shall own one (1),but not more than one (1),share of FCAM out of their respective shareholdings during the term of this Agreement. X and Y shall at all times be responsible for their respective designees compliance with the provisions of this Agreement and the Articles of INcorporation of FCAM applicable to X and Y so long as any of them or their successorsor assigns hold said shares of FCAM, prior to the appointment of them or their successors or assigns hold said shares of FCAM,prior to the appointment of such designees. X and Y shall consult with each other.中外合资企业股东协议中英文对照篇2书出租方(甲方)Lessor (hereinafter referred to as Party A):承租方(乙方)Lessee (hereinafter referred to as Party B):根据国家有关法律、法规和有关规定,甲、乙双方在平等自愿的基础上,经友好协商一致,就甲方将其合法拥有的物业出租给乙方使用,乙方承租使用甲方厂房事宜,订立本合同。
中外合资经营合同格式(中英)4篇
中外合资经营合同格式(中英)4篇篇1中外合资经营合同格式(中英)Contract for Sino-Foreign Equity Joint Venture中外合资经营合同Party A: XX 公司Party B: 外方公司名称Party A and Party B hereby agree to establish a Sino-Foreign Equity Joint Venture (EJV) in accordance with the Company Law of the People's Republic of China, the Law of the People's Republic of China on Chinese-Foreign Equity Joint Ventures, relevant laws and regulations and the following terms and conditions:Party A 和Party B 按照中华人民共和国《公司法》、《中华人民共和国中外合资经营企业法》及有关法规和以下条款的规定,就建立中外合资经营企业达成协议。
1. Name of the Joint Venture 合资企业名称The name of the Joint Venture shall be [中方公司名称– Party A名称– Foreign Company名称Joint Venture] (hereinafter referred to as "the Joint Venture").合资企业的名称为【中方公司名称– Party A名称– Foreign Company名称Joint Venture】(以下简称“该合资企业”)。
2. Registered Address and Term of Operation 注册地址和营业期限The registered address of the Joint Venture shall be at [address]. The term of operation shall be [number] years, commencing from the date of issuance of the Business License.合资企业的注册地址为【地址】。
英文版中外合作经营合同范本3篇
英文版中外合作经营合同范本3篇篇1CONTRACT OF COOPERATION FOR BUSINESS OPERATION BETWEEN CHINESE AND FOREIGN PARTIES合同编号:_____________甲方(中方):________________________ (以下简称“中方”)Party A (Chinese Party): ________________________ (hereinafter referred to as "the Chinese Party")乙方(外方):________________________ (以下简称“外方”)Party B (Foreign Party): ________________________ (hereinafter referred to as "the Foreign Party")鉴于甲乙双方同意共同合作经营某项业务,在平等互利的基础上,经过友好协商,达成如下协议:WHEREAS Party A and Party B agree to jointly operate a business on the basis of equality and mutual benefit, andthrough friendly consultation, the parties hereby conclude the following agreement:一、合同目的与宗旨This Contract is made for the purpose of establishing a cooperative business operation between the two parties, aiming at mutual success and benefit through joint efforts.二、合作经营项目The cooperative business project is: ________________________ (具体项目描述)。
中外合资企业股东协议中英文对照4篇
中外合资企业股东协议中英文对照4篇篇1Sino-Foreign Joint Venture Shareholders AgreementThis Shareholders Agreement (the "Agreement") is entered into on this _____ day of ____________, 20__, by and between:Party A: [Name of the Chinese Party], a company duly organized and existing under the laws of the People's Republic of China, with its registered address at [Address of the Chinese Party]; andParty B: [Name of the Foreign Party], a company duly organized and existing under the laws of [Country of the Foreign Party], with its registered address at [Address of the Foreign Party].Whereas, Party A and Party B wish to establish a joint venture in the form of a limited liability company for the purpose of [Purpose of the Joint Venture];Now, therefore, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:1. Establishment of Joint Venture1.1 The parties shall establish a joint venture company under the laws of the People's Republic of China, to be named [Name of Joint Venture Company] (the "Company").1.2 The registered capital of the Company shall be [Amount in USD], with Party A contributing [Percentage] of the total registered capital and Party B contributing [Percentage] of the total registered capital.2. Management2.1 The management of the Company shall be vested in a Board of Directors, composed of [Number] members, with Party A appointing [Number] members and Party B appointing [Number] members.2.2 The Chairman of the Board of Directors shall be appointed on a rotational basis, with Party A and Party B each taking turns to nominate the Chairman for a term of [Number] years.3. Transfer of Shares3.1 Neither Party A nor Party B shall transfer their shares in the Company to any third party without the prior written consent of the other party.3.2 In the event that either Party A or Party B wishes to transfer their shares in the Company, they shall first offer the shares to the other party at a price to be determined by an independent valuation.4. Distribution of Profits4.1 The profits of the Company shall be distributed to the shareholders in proportion to their respective shareholdings.4.2 Any dividends declared by the Company shall be paid to the shareholders within [Number] days of the declaration.5. Dispute Resolution5.1 Any disputes arising out of or in connection with this Agreement shall be settled amicably through consultation between the parties.5.2 In the event that the parties are unable to resolve the dispute through consultation, the dispute shall be submitted to arbitration in accordance with the rules of the [Arbitration Institution] in [City], [Country].6. Governing Law6.1 This Agreement shall be governed by and construed in accordance with the laws of the People's Republic of China.6.2 Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [City], [Country].In witness whereof, the parties have executed this Agreement as of the date first above written.Party A: ________________________________Party B: ________________________________[Signatures][Chinese Translation of the Agreement]篇2中外合资企业股东协议中英文对照Shareholder Agreement of Sino-Foreign Joint Venture Enterprise本协议由以下各方自愿签署,以规范和约束中外合资企业的股东关系。
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中外合资企业协议(中英文)Joint Venture Agreement; s' ?AGF: U' H9 h! H0 j! hGA% G; w' g( e) j- t" b7 L; O: g本协议于XXXX年X月X日签订。
签约第一方:ABC公司,该公司系中国公司,在中国XX注册(以下简称“甲方”);签约第二方:XYZ公司,系美国公司,在美国XX注册(以下简称“乙方”)。
- l0 @2 Q4 o; ~% yThis Agreement made this____ day of____ , by ABC Corporation (hereinafter called “Party A”), a Chinese corporation having its registered officeat____, China, and XYZ Company (hereinafter called “Party B”), an American company having its registered office at_兹证明WITNESSES甲方在中国生产和销售XX产品;乙方生产和销售XX产品(以下称“许可产品”),拥有许可产品的美国专利(以下称“专利”)和X号注册商标;WHEREAS Party A is engaged in manufacturing and selling in China; and WHEREAS Party B is engaged in manufacturing and selling (hereinafter called “Licensed Product”) and has American patent rights to Licensed Product (hereinafter called “Patents”)and registered Trademark No.____(hereinafter called “Trademark”); and@, i6 S( h' F$ G0 [) P甲乙双方认为按照中华人民共和国的法律成立共同所有的公司(以下称“合营公司”),在XX地从事生产、销售和开发许可产品,对双方都是有利的;WHEREAS the Parties consider it mutually advantageous to organize a jointly owned corporation (hereinafter called “Joint Venture”) under the laws of the People's Republic of China to engage in the manufacture, sale and development of Licensed Product in______.为此,鉴于本协议所述的前提与约定,特此立约如下:NOW THEREFORE, in consideration of the premises and convenance described hereinafter Party A and Party B agree as follows:第一条定义Article 1 Definitions在本协议中,除非文中另有明确规定,下列短语具有以下意思:1.“合营企业”,系指根据本协议建立的公司。
2.“许可产品”,系指XXXX. 3.“专利”,系指XXXX. 4.“商标”,系指XXXX.……In this Agreement, the following terms have the following meanings unless the context clearly dictates otherwise. 1.“Joint Venture” means the corporation to beorganized pursuant to the provisions of Article 2 hereto. 2.“Licensed Product”means_____. 3.“Patents” means______.4.“Trademark” means______.……y* ]$ q# I第二条建立合营企业Article 2 Formation of Joint Venturex0 F ?. L+ c( y5 b1、甲方和乙方按照中华人民共和国的法律建立合营企业。
R1. Party A and Party B shall spare no efforts for the organization of Joint Venture under the laws of the People's Republic of China2. The name of Joint Venture is______with its legal address:_______. All activities of Joint Venture shall comply with the provisions of the laws, decrees and pertinent regulations of the People's Republic of China./ |/ v# J2 r( M3、合营企业的组织形式为有限责任公司。
甲乙双方以各自认缴的出资额对合营公司的债务承担责任。
各方按其出资额在注册资本中的比例分享利润和分担风险及亏损。
3. Joint Venture shall take the form of a limited liability company. The profits, risks and losses of Joint Venture shall be shared by both Party A and Party B in proportion to the contributions to the registered capital.4、合营企业的组建费用由甲乙双方平均分担。
{4. The expenses of organizing Joint Venture shall be equally borne by Party A and Party B.1 B. b$ H" M, L4 ^$ B8 i第三条生产经营的目的、范围和规模Article 3 Purpose,Scope and Size of Business1、甲、乙双方合资经营的目的是:本着加强经济合作和扩大技术交流的愿望,采用先进而适用的技术和科学的经营管理方法,提高产品质量,开发新产品,并在质量、价格等方面具有国际市场上的竞争能力,提高经济效益,使投资各方获得满意的经济利益。
; y% Z-1. In line with the spirit of strengthening economic cooperation and expanding technical exchange, Joint Venture is to use state-of-the-art and appropriate technology and equipment, with efficient management systems, to produce Licensed Product which shall be of top quality and competitive in the world markets, so as to achieve satisfactory economic returns. H4 Z/ p& B* D- Y) M; M; v. j! K2、合营企业生产XXXX(许可产品),生产能力为每年XXXX.合营企业将努力改进许可产品,改善管理,以适应国际竞争。
; `- ]* o: r; y7 u% e2. Joint Venture is to product_____(Licensed Product) with a production capacityof_____per year. Joint Venture shall do its best to improve Licensed Product and management so as to be able to meet competition worldwide.3、合营企业尽可能开发许可产品的新品种,以满足国内外市场的发展需要。
% K. t/X0 U: I3. Joint Venture shall,if possible, develop new varieties of Licensed Product in order to keep up with market developments both in the host country and in the world.第四条资本结构Article 4 Capital Structure1、合营企业的注册资本为XXXX,其中甲、乙双方各出资XX,即各占50%.1. The registered capital of Joint Venture shall be (amount of capital), of which half (50%) will be contributed by each Party.2、甲方出资(1)厂房:X X X X;(2)国产设备:X X X X;(3)现金:X X X X;(4)合资企业厂地:X X X X;2. Party A's contributions include(1) Buildings and premises:______(value);(2) Domestically-made equipment:_____(value);(3) Cash:_____;(4) The site of Joint Venture:______(value)。
3、乙方出资(1)现金:X X X X ;(2)先进设备:X X X X;(3)工业产权:X X X X.乙方向甲方提供工业产权的技术资料包括影印本的专利证书和注册商标证书、有效期说明、技术特点、实际价值、价格计算依据等。
3. Party B's contributions include(1) Cash:______;(2) Sophisticated equipment:_______(value);(3)Industrial property _______(value)。