Mẫu Hợp đồng hợp tác kinh doanh bằng tiếng anh (Hợp đồng BCC)

Mẫu Hợp đồng hợp tác kinh doanh bằng tiếng anh (Hợp đồng BCC) được các Luật sư của Hãng luật Alegal biên soạn và chỉnh sửa theo quy định mới nhất của pháp luật.

Kính gửi quý khách hàng tham khảo và sử dụng.

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BUSINESS COOPERATION CONTRACT

THIS AGREEMENT is made on this [ ] day of [ ] between:

Party A: [ ]

The Decision of establishment No. [ ] dated [ ] issued by the People’s Committee of Ho Chi Minh City.

Address:
Tel:
Fax:
Account No.:
Tax Code:
Represented by Mr. [ ] – General Director

and

Party B: [ ]

Business registration Certificate No. [ ] dated [ ] issued by the Service of Planning and Investment of Ho Chi Minh City.

Address:
Tel:
Fax:
Account No.:
Tax Code:
Represented by Mr. [ ] – General Director

(According to Section 6 of the Business Registration Certificate)

WHEREAS: [ ]

ARTICLE 1: PURPOSE OF THE CONTRACT

1.1 Both parties cooperate to establish a business cooperation unit (business cooperation) for building and managing the business of ____ ____ __ including the following services:

– __ ___ __ ___

1.2 The business cooperation unit shall not have a separate legal status but will use the legal status of party A. However, the accounts of the cooperation unit shall be made separately from either party.

1.3 Place of the cooperation:

The aforementioned cooperation shall be carried out at [ ] with an area of [ ] m2 (in accordance with the attached site plan).

1.4 The activities of the BCC shall comply with all provisions on specialized management and other regulations of the laws of Vietnam.

ARTICLE 2: TERM OF THE CONTRACT

The term of the contract shall be 10 years from the date when the BCC officially begins to operate its business. The BCC shall officially commence its business not later than 120 days from the date of handing over of the premises.

ARTICLE 3: RIGHTS AND OBLIGATIONS OF EACH PARTY

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ARTICLE 4: CONTRIBUTION OF CAPITAL

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ARTICLE 5: SECURITY DEPOSIT

5.1 Within 10 days from the date of signing this contract, party B has to deposit a sum of money to secure the use of the premises of the hotel of __________ (Fifty Thousand United States Dollars).
5.2 This security deposit shall be refunded to party B without interest within 7 days from the date of expiration of the contract and after the effective date of liquidation and finalization.
5.3 Party B is not allowed to use the security deposit to set off payment at any form.

ARTICLE 6: ORGANIZATION OF OPERATION AND MANAGEMENT

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ARTICLE 7: FINANCIAL ACCOUNTING

7.1 All the expenses/incomes of the BCC are accounted as the BCC is a business unit under Party A’s hotel. All the books and d documents related to the operation of the BCC will be stored in accordance with the provisions of the State.
7.2 The financial year of the BCC starts on 1 January and ends on 31 December. However, the first financial year will start from the date of operation of the BCC until 31 December of that year.
7.3 The accounting system of the BCC will comply with the principles of the Ministry of Finance. The asset depreciation will be calculated in accordance with the provisions of the Ministry of Finance of Vietnam.
7.4 Party A and Party B each has the right to examine the accounting books of the BCC and the BCC must facilitate such examinations.

ARTICLE 8: PROFIT SHARING

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ARTICLE 9: INSURANCE

The BCC will keep all its assets insured by the Insurance Company of Vietnam or any international insurance company operating lawfully in Vietnam.

ARTICLE 10: FORCE MAJEURE

10.1 If there are a decision of the Government to stop the business operation, war, terrorism, explosion, bombing, flood, fire… or unforeseeable natural disasters which are beyond the control of one Party then that Party is exempted from fulfilling the obligations which it is not able to fulfill and it will bear no legal responsibility to the other Party due to such force majeure.
10.2 In case the business permit is revoked by the Government at no party’s default, this fact is also considered force majeure.
10.3 The parties agree that in case the said force majeure happens to the BCC, the parties will try their best endeavour to make out proper measures to remove or restrict the consequences.

ARTICLE 11: CONCILIATION AND ARBITRATION

All the disputes between the Parties arising from the implementation of this Contract will be firstly resolved by negotiation and conciliation or brought to the Economic Court, the People’s Court of Ho Chi Minh City for judgment. The judgment of the court will be final and enforce the strict abidance by both parties.

ARTICLE 12: TERMINATION OF THE CONTRACT

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ARTICLE 13: ASSIGNMENT

In the valid duration of the contract, Party B is not allowed to lease, transfer or exchange (the premises?) to any individual or third party without the prior consent of Party A.

ARTICLE 14: LIQUIDATION

14.1 In case of termination of the contract on or prior to its expiry (force majeure, arbitration body’s declaration of the termination…) both parties will appoint a Liquidation Committee and carry out the procedures of liquidating the assets of the BCC in accordance with the laws of Vietnam and this Contract.
14.2 The Liquidation Committee will consist of 4 (four) persons. Each party will appoint 2 (two) persons. The term of office of the Liquidation Committee will be 6 (six) months at most from the date of its establishment.
14.3 The procedures of liquidation will be agreed by the Parties in details. All the costs of liquidation will be borne by the BCC and all the payments will be made in accordance with the order regulated by the state.

ARTICLE 15: OTHER PROVISIONS

15.1 This Contract may be amended, supplemented if agreed by the Parties in writing.
15.2 Other matters not mentioned in this Contract will be considered and carried out by the Parties in accordance with the applicable relevant regulations, acts, ordinances and decrees of the laws of Vietnam.
15.3 The signing and execution of this BCC will be governed by the Laws of Vietnam.
15.4 In the course of implementation of this Contract, both Parties will try to discuss and resolve in mutual respect any matters arising. Any amendments to this Contract will be valid only when being made in writing.

This Contract is made into 4 (four) original copies which is effective form the date of its singing, each Party keeps 2 (two) copies with the same legal validity.

REPRESENTATIVE

REPRESENTATIVE

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