Hi Lawyer, I currently have a project that I want to cooperate with another person to do business in the field of large-scale seedling production. My two sides and a partner want to sign a contract to record the cooperation of the two parties. Due to legal restrictions; so can you show me how to write a business cooperation contract form between two individuals in Vietnam. I sincerely thank Lawyer very much.
Thank you for sending us your question. Business cooperation is a very common thing in today’s life; especially for projects that need to raise a large amount of capital. In order to ensure that the parties strictly comply with the agreements committed between the parties, the signing of a cooperation contract seems to have become a mandatory procedure.
To learn more about how to write a business cooperation contract template between two individuals in Vietnam. LuatsuX invites you to refer to our article below.
Legal grounds
- Civil Code 2015
What is a business partnership?
Business cooperation is the development of strategic relationships; successful; long-term relationship between customers and suppliers, based on achieving best practice and sustainable competitive advantage. In the business partner model; HR professionals working closely with business leaders; and online management to achieve common organizational goals.
In fact, there are many business partnership models that can be extended to include multiple members of any business function.
For example: Cooperation between fields such as finance; Information Technology; personnel; juridical; foreign regulations; business; …
Regulations on business cooperation contracts between two individuals
According to the provisions of Article 504 of the 2015 Civil Code:
“A cooperation contract is an agreement between individuals and legal entities on jointly contributing property and efforts to perform certain jobs, benefiting from and sharing responsibility. 2. The cooperation contract must be made in writing.”
Thus, a business cooperation contract between two individuals is an agreement between two individuals on jointly “contributing property; effort to perform certain work; shared benefits and shared responsibility.
Entering a business cooperation contract between two individuals
Where the cooperation contract does not provide otherwise; then an individual or a legal entity may become a new member of a business cooperation contract between two individuals if it is agreed by more than half of the total number of cooperative members.
Rights and obligations of members in the contract
The rights and obligations of members in a business cooperation contract between two individuals are specified as follows:
- To enjoy the profits and profits from cooperation activities.
- Participating in deciding on issues related to the implementation of cooperation contracts; monitor cooperation activities.
- Compensate for damage to other cooperative members caused by their own fault.
- Perform other rights and obligations under the contract.
Establishing and performing civil transactions in business cooperation contracts between two individuals
– In case members do business cooperation between two individuals, appoint a representative; then this person is the representative in establishing and performing civil transactions.
– In case the members of business cooperation between two individuals do not appoint a representative; cooperative members must jointly participate in the establishment and performance of civil transactions, unless otherwise agreed.
– Civil transactions established by the subject specified above; performance gives rise to the rights and obligations of all business cooperation members.
Withdraw from the business cooperation contract between 2 individuals
– A member has the right to withdraw from the business cooperation contract between two individuals in the following cases:
According to the conditions agreed in the cooperation contract;
There is a good reason and the consent of more than half of the total number of cooperative members.
– A member who withdraws from the cooperation contract has the right to request the return of the contributed property; share in the common property; and must pay the obligations under the agreement. Where the division of property in kind affects cooperation activities; property is valued in cash to be divided.
The withdrawal from the cooperation contract does not terminate the rights; This person’s obligations are established and performed before the time of withdrawal from the cooperation contract.
– The withdrawal from the cooperation contract does not fall into the cases specified in Clause 1, Article 510; then the member withdrawing from the contract shall be determined to be the party in breach of the contract; and must perform civil responsibilities in accordance with the provisions of the Civil Code and other relevant laws.
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Termination of business cooperation contract between two individuals
A business cooperation contract between two individuals shall terminate in the following cases:
According to the agreement of the cooperative members;
The time limit stated in the cooperation contract expires;
The purpose of cooperation has been achieved;
According to decisions of competent state agencies;
In other cases as prescribed by this Code and other relevant laws.
– When terminating the business cooperation contract between two individuals; debts arising from the contract must be paid; if the common property is not enough to pay the debt, the private property of the cooperative members must be taken to make payment according to the provisions of Article 509 of the Civil Code.
In case the debts have been fully paid but the common property still exists, they shall be divided among the cooperative members in proportion to each person’s contribution unless otherwise agreed.
Main content of the contract
A business cooperation contract form between two individuals must contain the following principal contents:
Purpose and term of cooperation;
Full name, place of residence of the individual; name and head office of the legal person;
Contributing assets, if any;
Contribution by labor, if any;
Methods of distribution of yields and profits;
Rights and obligations of cooperative members;
Rights and obligations of the representative, if any;
Conditions for members’ participation in and withdrawal of cooperation contracts, if any;
Conditions for termination of cooperation.
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Frequently asked questions
Cooperation contract is a contract involving many parties, the subjects participate with the purpose of cooperating to do the same work or to produce and do business.
Cooperation contract is a bilateral contract, the parties to the contract have rights and obligations to each other.
The rights and obligations of each party arise under the agreement and prescribed by law. In addition, it is a contract without compensation, because after entering into the contract, the parties must contribute assets to perform the agreed work and during the performance of the contract, if profits are obtained, they will be shared. to members as agreed in the contract.
On the contrary, if there is a loss, all members must bear according to their contribution of assets.
Business cooperation members bear common civil liability by common property; if the common property is not enough to perform a common obligation, a cooperative member shall be liable with his/her own property in proportion to his/her contribution, unless the cooperation contract or law provides otherwise.
Conclusion: So the above is Business cooperation contract between two individuals in Vietnam. Hopefully with this article can help you in life, please always follow and read our good articles on the website: lsxlawfirm.com
