SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom - Happiness
-----------------------
 
BUSINESS COOPERATION CONTRACT
No .: .../ HDHTKD
 
- Pursuant to the 2015 Civil Code of the Socialist Republic of Vietnam
- Based on ability and needs of both parties.
- Based on the spirit of honesty and goodwill cooperation of the parties.
 
We, include:
1. ..... COMPANY (hereinafter referred to as Party A)
Office address:...............................................................
Business Registration Certificate No. .............................. issued by the Business Registration Office of .................................... on .....................................
Account number: ..................................................
Telephone number: ...............................................
Legal representative: .......................................................................                                   Position: ..........................
And
1. ..... COMPANY (hereinafter referred to as Party B)
Office address:...............................................................
Business Registration Certificate No. .............................. issued by the Business Registration Office of .................................... on .....................................
Account number: ..................................................
Telephone number: ...............................................
Legal representative: .......................................................................                                     Position: ..........................
 
Agree to enter into this business co-operation contract with the following terms and conditions:
 
Article 1. Objectives and scope of business cooperation
Party A and Party B agree together to cooperate ....................................... .................................................. ............
 
Article 2. Duration of the contract
The term of cooperation is 05 (five) years starting from ............ to the end of ............ The above term can be extended according to the agreement of two parties.
 
Article 3. Capital contribution and distribution of business results
3.1. Capital contribution
Party A contributes capital in the amount of scrap imported into Vietnam for recycling in accordance with the production capacity of the factory. This value includes all the costs of entry to the Factory.
Party B shall contribute capital with the entire right to use the factories, warehouses, machinery, lines and equipment of the factories under their ownership to serve the production process.
3.2. Division of business results
3.2.1. Profit from the operation of ....................................................................................................................
The profit will be divided according to the percentage: Party A is entitled to .............%, Party B is entitled to ............% of the total profit after completing the obligations to the State.
Time of profit sharing on the last day of fiscal year. Fiscal year starts on: .......................
3.2.2 Costs for production activities include:
+ Money to buy scrap materials;
+ Salary of employees;
+ Electricity and water charges;
+ Depreciation of assets;
+ Expenses for maintenance of machines, equipment, workshops;
+ Other expenses ...
 
Article 4. Financial principles
Both parties must adhere to the principles of financial accounting in accordance with the accounting law of the Socialist Republic of Vietnam.
All revenues and expenditures for business activities must be recorded clearly, fully and truthfully.

 

Article 5. The Business Management Board

The two parties will set up a business management board consisting of 03 persons, in which Party A will appoint 01 (one), Party B will appoint 02 (two) representatives when making decisions related to the content as provided in this Contract. Any decision of the business management board shall be adopted when at least two members agree.

Representatives of Party A are: Mrs. ......... .. - Deputy Director
Representatives of Party B are: Mr. ......... - General Director
Ms. ......... .................................. - Deputy Director
The head office is located at: .......................
 
Article 6. Rights and obligations of Party A
6.1 Responsible for importation ............................................
6.2 Finding, negotiating, signing and paying scrap purchase contracts with domestic and foreign scrap suppliers.
6.3. Providing adequate invoices and vouchers to serve the business of financial accounting of the business process.
6.4 Receive ......................% of profit after tax.
 
Article 7. Rights and obligations of Party B.
7.1 Have the responsibility to manage and operate the entire production process. Carrying out workshops, warehouses, machinery and equipment under their ownership. Ensure quality steel billets are produced to meet the standards of current laws.
7.2. Strictly comply with the provisions of law on environmental protection and other law provisions in the production process.
7.3 Responsible for sales of steel billets in the Vietnamese market.
7.4 To account all expenses of the production and business process strictly according to Vietnamese law provisions on finance and accounting.
7.5. To declare and pay tax and other obligations to the State. At the same time, works with the State management agencies of the branches and localities and the tax offices of the localities where the plants located.
7.6 Receive ............................% of profit after tax.
7.7 Directly responsible for recruiting, managing and transferring staff, workers at the factory. Planning payroll and other regimes for workers, staff working in the factory.
 
Article 8. General provisions
8.1. This contract is understood and governed by the laws of the Socialist Republic of Vietnam.
8.2. The two parties undertake to fulfill all the terms of the contract. Any party breaching the contract and cause damage to the other party (except in case of force majeure), shall pay compensation for all damage and breach the contract by 10% of the contract value.
During the performance of the contract, if any party encounters difficulties, the party must notify the other party within 1 (one) month from the date of difficulty.
8.3. The parties have the responsibility to properly inform each other of the progress of the work. Confidentiality of all information relating to the production process.
All amendments and supplements to this contract must be made in writing and signed by both parties. Appendices are an integral part of the contract.
8.4 Any disputes arising during the implementation of the contract shall be resolved first through negotiation or conciliation, if conciliation fails to proceed to the dispute, it shall be resolved at the competent court.
 
Article 9. Validity of the contract
9.1. The contract shall terminate upon the expiry of the contract term as provided for in Article 2 of this contract or in other cases as provided for by law.
At the end of the contract, the two parties will make a record liquidation of the contract. Workshops, warehouses, machines, equipment lines ... will be returned to Party B.
9.2. This contract consists of 04 (four) pages which are inseparable from each other, made in 02 (two) copies in Vietnamese, each party holding 01 (one) copy with the same legal validity and effective from the signing date.
Representative of Party A     Representative of Party B