Party A: _ _ _ _ ID number: _ _ _ _ _ _ _ ID number: _ _ _ _ _ _ ID number: _ _ _ _ _ _ ID number \

Party B: _ _ _ _ ID number: _ _ _ _ _ _ _ ID number: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

Party C: _ _ _ _ _ _ ID number: _ _ _ _ _ _ _ _ _ _ _ _

In the spirit of mutual benefit, unity and cooperation, Party A, Party B and Party C reached the following partnership agreement on, and, through friendly negotiation:

Article 1 Purpose of partnership

Make use of the management experience and personal connections accumulated by partners themselves, so that partners can create labor results and share economic benefits through legal means.

Article 2 The name of the partnership organization and the partnership project

The name of the partnership organization is _ _ _ _ _ _ _ _ _ _ _ _

The partnership project is: _ _ _ _ _ _ _ _ _ _ _ _ _

Article 3 Term of Partnership

From _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.

Article 4 Distribution of property shares of partnership organizations

The share of each partner in the partnership property is: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.

Article 5 Wages, Residual Distribution and Debt Undertaking

1. Dividend distribution: during the operation of the partnership, the salary of each partner is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.

2. Income distribution: excluding operating costs, daily expenses, wages, bonuses, taxes payable, etc. It is the net profit, that is, the income-generating surplus of the partnership enterprise, which is the focus of the partnership enterprise distribution and will be distributed in proportion to the share of the partnership enterprise property held by each partner.

3. Debt commitment: the debts arising from the operation of the partnership enterprise shall be repaid in priority by the property of the partnership enterprise. If the partnership property is insufficient to pay off, it shall be borne in proportion to the share of the partnership property held by each partner.

Article 6 Withdrawal from Partnership and Transfer of Capital Contribution

(1) Quit the partnership. Under any of the following circumstances, with the unanimous consent of other partners, a resolution can be made to replace the partner:

(1) Personal assets are insolvent;

(2) Failing to fulfill the obligation of capital contribution;

(3) Causing economic losses to the partnership organization due to intentional or gross negligence;

(four) there is misconduct in the implementation of partnership affairs;

(5) The partner violates the provisions of Article 9 of this Agreement.

The resolution on the removal of a partner shall be notified in writing to the removed celebrity. The removed celebrity shall take effect from the date of receiving the notice of removal, and the removed celebrity shall withdraw from the partnership. After a partner withdraws from the partnership, it shall be deemed that he has given up his share of property in the partnership and will no longer participate in the profit and surplus distribution of the partnership this year. Other partners will automatically own the property share, but the losses caused to other partners cannot be exempted.

(two) the transfer of the partnership's share of property

During the partnership period, without the written consent of all partners, partners shall not transfer all or part of their property shares in the partnership organization at will. If a partner is transferred to a third party other than the partner with the written consent of other partners, the third party shall be regarded as a new employee. A third party other than a partner who accepts the share of the partnership organization's property becomes a partner of the partnership organization after amending the partnership agreement.

Article 7 The meeting of partners, the person in charge of the partnership and the execution of partnership affairs.

(A) the partners' meeting system

1. Convening: the meeting of partners shall be convened and presided over by the executor of partnership affairs, and the person in charge of the partnership enterprise may decide to convene the meeting of partners according to the situation;

2. Time: usually once a month, and the specific convening time is decided by the person in charge of the partnership according to the situation;

3. Voting right: Each partner has the right to vote at the meeting of partners. Unless otherwise agreed in this agreement, major matters shall be decided with the consent of partners who account for more than two-thirds of the partnership property, and general matters shall be decided with the consent of partners who account for more than one-half of the partnership property.

4. Major issues: Major issues that can only be passed with the consent of partners who account for more than two-thirds of the partnership's property share in the partners' meeting refer to:

(1) Elect the executor of partnership affairs;

(2) Increase or decrease the types of business, adjust and convert business items, and expand business;

(3) Adjust the property share and profit distribution ratio of each partner;

(4) Deciding on the internal organization and financial revenue and expenditure plan of the partnership organization.

(5) To decide on the operating price and the system of wages, bonuses and welfare of the partnership organization.

(6) Others

5. Other working meetings:

(1) The executor of partnership affairs shall preside over a working meeting attended by all partners and directors of the partnership organization once a month;

(2) The executor of partnership affairs shall preside over a working meeting attended by all partners and all personnel of the partnership organization once a month;

(3) The business manager presides over a working meeting attended by subordinate employees once a month.

(II) Upon the decision of all partners, I entrust _ _ _ _ as the executor of partnership affairs, and its authority is:

1. Convene and preside over the meeting of partners, and have the final decision on major issues of the partnership organization (such as expanding business, adjusting and changing business projects, etc.). ).

2. Carry out foreign business and sign contracts;

3. Inspect and supervise the implementation of partnership affairs by other partners, and appoint, remove and adjust their positions and responsibilities according to the decisions of the partners' meeting;

4. To appoint and dismiss the business manager of the partnership organization according to the nomination of the executor of the partnership affairs, and determine the remuneration he should enjoy;

5. According to the profitability of the partnership organization and the personal performance of the executor of the partnership affairs, have the right to make appropriate adjustments to the property share and profit distribution of the partnership organization occupied by the executor of the partnership affairs.

(III) Upon the decision of all the partners, the _ _ _ _ is entrusted as the person in charge of the internal administrative affairs of the partnership, responsible for the internal operation and management of the partnership. Its authority is:

1. Organize and implement the meeting of partners;

2. Conduct comprehensive daily management of the operation of the partnership organization;

3. Formulate the internal management system of the partnership organization;

4. To formulate the internal organization setting scheme and the incentive system for rewards and punishments of the partnership organization;

5. To propose the appointment or dismissal of the business manager of the partnership organization;

6. Review cash receipts and expenditures and daily financial expenditures;

7. Other powers granted by the partners' meeting.

(4) Upon the decision of all partners, entrust _ _ _ _ _ as the person in charge of finance and logistics of the partnership organization, and assist other partners to participate in the daily operation and management of the partnership organization.

1. The executor in charge of partnership affairs, presiding over the daily financial and logistical work of the partnership organization;

2. Formulate the financial system of the partnership organization, prepare the financial revenue and expenditure plan of the partnership organization, inspect and supervise the implementation of the financial system, and inform other partners of the implementation of the financial plan in a timely manner;

3. Urge the relevant departments of the partnership organization to reduce consumption, save expenses, rationally use funds, predict the annual operating costs and profits of the partnership organization, and form a forecast report for the decision-making reference of the partners' meeting;

4. Draw up the job responsibilities of financial institutions and financial cashiers;

5, responsible for personnel file management. Sorting, collecting and archiving relevant materials (such as personnel data, documents, vouchers, account books, statements, etc.), and reporting them for destruction or archiving according to the prescribed procedures;

6. To formulate the operating price, salary, bonus and welfare system of the partnership organization, and manage the business invoices;

7. Manage the cash flow of the partnership organization and the deposit and withdrawal of funds with the bank, and check in time to ensure that the accounts are clear and consistent with the facts;

8. Other powers granted by the partners' meeting.

Article 8 Rights and obligations of partners

(1) Rights of partners:

1. Attend the partners' meeting and supervise the implementation of partnership affairs;

2. Partners have the right to distribute the benefits of the partnership;

3. Partners shall distribute the partnership interests according to their share in the property of the partnership organization or in accordance with the agreement, and the property accumulated by the partnership operation shall be owned by the partners.

4. With the written consent of all partners, the partners have the right to quit the partnership.

(2) Obligations of partners:

1. Maintain the unity of partnership property according to the partnership agreement;

2. Share the debt losses of the partnership;

3. Be jointly and severally liable for the partnership debts.

Acts prohibited by Article 9

(1) Without the authorization of this partnership agreement or the partners' meeting, it is forbidden for any partner to engage in business activities in the name of the partnership organization privately, and the benefits obtained from engaging in business activities privately shall be owned by all partners, and the losses caused shall be fully compensated by the partners themselves;

(2) Partners are prohibited from participating in businesses similar to or competing with this partnership project. Those who operate in violation of regulations shall pay liquidated damages to the partnership organization according to 12 times of the highest monthly profit (or average profit) of their operations in the previous two years;

(3) Unless otherwise agreed in the partnership agreement or agreed by all the partners, the partners shall not conduct transactions with the partnership enterprise. If there is any violation, the proceeds from the transaction shall be owned by the partnership organization, and if losses are caused to the partnership organization, the compensation shall be doubled;

(4) Partners shall not engage in activities that harm the interests of the partnership.

Article 10 Liability for breach of contract

(1) If a partner transfers his share of property without the unanimous written consent of the other partners, and the other partners are unwilling to accept the transferee as a new partner, they may be treated as withdrawing from the partnership, and the transferred partner shall compensate the other partners for all the losses caused thereby;

(2) If a partner pledges his share of the property in the partnership enterprise without authorization, his behavior is invalid, and if losses are caused to other partners, the partner shall bear all the liability for compensation;

(3) If a partner seriously violates this Agreement or causes the dissolution of the partnership due to gross negligence, he shall be liable for compensation to other partners;

Article 1 1 dispute settlement method

All disputes arising from or related to this agreement shall be settled by the partners through consultation. If negotiation fails, it shall be submitted to Changsha Arbitration Commission for arbitration.

Article 12 Others

(1) This agreement can be modified or supplementary agreements can be made on matters not covered by the cooperation parties through negotiation; In case of any conflict between the supplementary and modified contents and this Agreement, the supplementary and modified contents shall prevail;

(2) This Agreement is made in quadruplicate, with each party holding one copy;

(III) This Agreement shall come into effect after being signed and sealed by all partners.

Signature and seal of all partners:

Party A: _ _ _ _ _ _ _

Party B: _ _ _ _ _ _

Party C: _ _ _ _ _ _ _

Signature time: _ _ _ _ _ _ _ _ _ _ _ _

Signing place: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _