Equity Investment Cooperation Framework Agreement

Equity Investment Cooperation Framework Agreement

Party A: Sichuan XX Equity Investment Fund Management Co., Ltd.

Party B: XXX

The two parties of this agreement follow the concept of mutual benefit and cooperation, in order to support the rapid development of XXXX startup enterprises, and after full consultation, on the investment cooperation matters, the following equity investment cooperation framework agreement is reached:

The first cooperation content

1. The framework agreement is intended to stipulate that Party A's main contractual terms for Party B's equity investment are legally binding on both parties.

2. If Party B wants to obtain Party A's investment, it shall initiate a new limited liability company (hereinafter referred to as the XXX Project) that provides the talent service business as the main business mode for the technical support through the APP and the website to build the XXX integration platform (hereinafter referred to as XXX Project). The target company") is the primary condition.

3. After the target company is legally established, Party A has the right to cooperate with Party B on equity investment matters in accordance with this agreement.

Second exclusive clause

1. From the date of signing of the Framework Agreement until the establishment of the Target Company (Exclusive Period), Party A shall have the exclusive exclusive right to negotiate and negotiate with Party B regarding the transactions under this Agreement.

2. During the exclusive period, Party B shall not negotiate with any investor other than Party A the same or similar matters as the transactions under this Agreement, unless Party A informs Party B to terminate the cooperation during this period.

Article 3 Investment Arrangement

1. After the signing of this agreement, both parties shall negotiate the specific details of the investment in this agreement and strive to reach a formal equity investment agreement during the exclusive period.

2. Investment details include but are not limited to:

1 Party A's equity investment method and specific time;

2 After Party A's shareholding, the company's operation and management, profit distribution, fund supervision and other matters;

3 The terms of commitment agreed by both parties;

4 Other relevant matters that both Party A and Party B believe should be negotiated.

Article 4: Both parties promise

1. Use of funds

Party B promises that the funds injected by Party A's equity investment in phases will be used for the development and construction of the target company's XXX project (the specific investment plan will be agreed by both parties).

2. Intellectual property guarantee responsibility

Party B guarantees that the intellectual property rights of the target company's XXX project will be independently completed and original works by Party B (including but not limited to project related procedures, web design works, trademarks, patents, etc.) The intellectual property exclusive license of all works is used by the target company (the exclusive license is limited by the parties), and there is no right to pledge, transfer, etc. that is harmful to Party A's interests, and enjoy complete intellectual property rights. Party B shall be responsible for any infringement disputes arising from Party B’s own intellectual property rights before the development of the XXX Project.

3. Credits and debts

Party B undertakes and guarantees that, except for the disclosure to Party A, Party B has not signed any external guarantee documents and there are no other undisclosed debts.

4. Company management

After Party A injects funds, the target company's project strategy is mainly formulated by Party A, and Party B can work with Party A to formulate the project management strategy.

5. Financial management

After Party A and Party B formally sign the equity investment agreement, Party A will inject funds in stages according to the plan agreed in the agreement, and have the right to comprehensively supervise the finance of the target company. Party B can enjoy the income and expenditure of the development and construction funds of the project under the authorization of Party A. Management rights.

6. Team building

After Party A and Party B formally reach an equity investment agreement, Party B is mainly responsible for the construction of the target company's XXX project team, and Party A provides the working site for the target company's XXX project team.

7. Investment exit

Party B promises to withdraw from the investment according to the agreed exit conditions. Party A has the right to withdraw from the investment according to the agreement. The specific investment withdrawal conditions and specific details shall be separately agreed by both parties.

8. Equity structure

Both Party A and Party B promise that all funds invested by Party A will be injected in stages (the specific investment plan will be agreed by both parties). After the equity transfer or capital increase or share expansion, Party A will hold 51% of the equity of the target company, and Party B will hold 49% of the equity of the target company.

Article 5 Confidentiality Clause

1. Without the unanimous consent of all parties, both parties shall strictly keep confidential the business secrets such as business plans and company information, and neither party shall disclose any details of the framework agreement to third parties. Termination, revocation, or invalidation of this contract shall not affect the validity of the provisions of this clause.

2. Both Party A and Party B must properly keep the company's information and design results provided by both parties. They should not be placed in places that are not accessible to the staff of the two parties, and they must not be copied. After the expiration of the contract, some of the information concerning trade secrets can be returned according to the requirements of both parties.

Article 6 Dispute Resolution

  In the event of any dispute between the parties in the performance of this Agreement, they shall be settled through friendly negotiation; if the negotiation fails, both parties agree to submit the arbitration to the XXXX Arbitration Commission.

Article 7 Other

1. This contract is signed and sealed by the authorized representatives of both parties and will take effect from the date of signing.

2. This contract is in duplicate, Party A shall take part, and Party B shall take effect and shall take effect from the date of signature or seal of the representatives of both parties and have the same legal effect.

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Party A: Sichuan XXXX Equity Investment Fund Management Co., Ltd.

Representative signature:

Time: year month day

Party B:

identification number:

Time: year month day