SAMPLE BUSINESS COOPERATION CONTRACT

SAMPLE BUSINESS COOPERATION CONTRACT

Number: …../HDHTKD

……., day…. May …….

We include:

1. Company ………………………………………………………………………… (referred to as Party A):

Head office: …………………………………………………………………………………………………………......

Business Registration Certificate No.: ……………………………….….…..…….issued by Business Registration Office – Department of Planning and Investment ………………………………………… .….. issued date: …………………………………………………..……..;

Account number: …………………………………………………………………………………………………...….

Phone:  …………………………………………………………………………………………………...……

Representative: …………………………………………………………………………………………………...

Position: …………………………………………………………………………………………………...……...

And

2. Company ……………..…………………………………….……………………. (referred to as Party B):

Head office: …………………………………………………………………………………………………………......

Business Registration Certificate No.: ……………………………….….…..…….issued by Business Registration Office – Department of Planning and Investment ………………………………………… .….. issued date: …………………………………………………..……..;

Account number: …………………………………………………………………………………………………...….

Phone:  …………………………………………………………………………………………………...……

Representative: …………………………………………………………………………………………………....

Position: …………………………………………………………………………………………………...……....

Authorized under Power of Attorney No.: …………………. Date………….. month …………. year ……….

Let's agree to sign this Business Cooperation Contract with the following terms and conditions:

Article 1. Objectives and scope of business cooperation

Party A and Party B agree to cooperate together …………………………………………………………………..

Article 2. Contract term.

The term of cooperation is …….(five) years starting from date….. month …… year ……… to ending date….. month ……..year ………. The above period may be extended by agreement of both parties.

Article 3. Capital contribution and division of business results

3.1. Contribute capital

Party A contributes capital equal to the entire value of the scrap imported to Vietnam for recycling in accordance with the factory's production capacity. The above value includes all costs for imported goods to arrive at the Factory.

 Party B contributes capital with all the rights to use the factory's factories, warehouses, machinery, lines, and equipment under its ownership to serve the production process.

 3.2. Distribution of business results

3.2.1 Profit from operations …………………………………………………………………………..………..

Profits will be divided according to the ratio: Party A will enjoy ………%, Party B will enjoy ………% of the total profit after completing its obligations to the State.

Profit sharing time is on the last day of the fiscal year. The financial year is calculated from the date: ……………………………………………..

3.2.2 Costs for production activities include:

- Money to buy scrap:

- Employee salary:

- Electricity and water costs:

- Depreciation of assets:

- Maintenance costs for machinery, equipment, and factories:

- Other costs...

Article 4. Financial principles

Both sides must comply with the principlesc Finance and accounting according to the provisions of law on accounting of the Socialist Republic of Vietnam.

All revenues and expenditures for business activities must be recorded clearly, completely and authentically.

Article 5. Business operations management board

The two parties will establish a Business Management Board consisting of 03 people, of which Party A will appoint 01 (one), Party B will appoint 02 (two) representatives when it is necessary to make decisions related to the content. Cooperation is stipulated in this Contract. All decisions of the Executive Board will be approved when at least two members agree.

Party A's representative is: ……………………………………………………… - Position: ……………………..

Party B's representative is: ……………………………………………………… - Position: ……………………..

The headquarters of the executive board is located at: …………………………………………………………………….

Article 6. Rights and obligations of Party A

6.1 Responsible for import ………………………………………………..……………………………….

6.2 Search, negotiate, sign and pay scrap purchasing contracts with domestic and foreign scrap suppliers.

6.3 Provide all relevant invoices and documents to serve the financial accounting of the business process.

6.4 Enjoy ……………………..% of profit after tax.

Article 7. Rights and obligations of Party B

7.1 Responsible for managing and operating the entire production process. Put factories, warehouses, machinery and equipment under your ownership into use. Ensure the quality of steel billet produced meets current legal standards.

7.2 Thoroughly comply with legal regulations on environmental protection and other legal regulations during the production process.

7.3 Responsible for selling products - steel billets in the Vietnamese market.

7.4 Accounting for all revenues and expenditures of the production and business process in accordance with the provisions of Vietnam's laws on finance and accounting.

7.5 Responsible for declaring and fully paying taxes and other obligations to the State. At the same time, maintain relationships with industry and local state management agencies and tax authorities where the factory is located.

7.6 Enjoy …………………………………………...% profit after tax.

7.7 Directly responsible for recruiting, managing, and mobilizing staff and workers at the Factory. Plan to pay salaries and other benefits for workers and officials working at the Factory.

Article 8. General provisions          

8.1. This contract is understood and governed by the Law of the Socialist Republic of Vietnam.

8.2. Both parties commit to implementing all the terms committed in the contract.  Any party that violates the contract and causes damage to the other party (except in cases of force majeure) must compensate for all damages and pay a penalty for breach of contract equal to 10% of the contract value.

During the implementation of the contract, if either party has difficulties or obstacles, it must notify the other party within 1 (one) month from the date of the difficulty or obstacle.

8.3. The parties are responsible for promptly informing each other of the progress of the work. Ensure confidentiality of all information related to the production and business process.

All amendments and supplements to this contract must be made in writing and signed by both parties. The appendices are an integral part of the contract.

8.4 All disputes arising during the implementation of the contract will be resolved first through negotiation and conciliation. If conciliation fails, the dispute will be resolved at a competent court.

Article 9. Contract validity

9.1. The contract terminates upon the expiration of the contract term as prescribed in Article 2 of this Contract or in other cases as prescribed by law.

At the end of the contract, both parties will make a contract liquidation record. Factories, warehouses, machinery, equipment lines... will be returned to Party B.

 9.2. This contract consists of ………inseparable pages, made into ……… copies in Vietnamese, each Party keeps ……….. copies with equal legal value and takes effect from the date of signing.