An agreement on joint activities in order to make a profit from the wholesale / retail sale of goods
contract
about joint activities
city of Almaty “___”___________ 20___ G.
SIDE 1: IP "U." represented by the head of U.M.L. IIN .......
PARTY 2: M.N.S., IIN .. collectively referred to as the “PARTIES” in the text of this Agreement, have concluded this Agreement as follows:
1. Subject and purpose of the agreement
1.1. Under this Agreement, the Parties undertake to work together in the field of wholesale/retail trade by combining assets and efforts in order to achieve common economic goals by making a profit from the wholesale/retail sale of goods.
1.2. Party-2 provides financial support (investments) in the amount of 50,000,000 (fifty million) tenge and a retail location located at 050024 Alatau district, Almaty, Ozhet microdistrict, Bekbolata Street, Ozhet market, Sector B, Row 6, 88-89-90 location for the entire term of the agreement.
1.3. Party-1, in turn, is invested in goods for the amount agreed by the party.
1.4. Party-1, receiving financial support (investments) and a trading place, purchases goods on its own and sells it in a trading place by all means and means that do not contradict the legislation, on a commercial basis.
1.5. The Parties may provide each other with all types of other financial, technical and organizational assistance not stipulated in the agreement on mutually agreed terms in order to achieve the goal of making a profit.
2. Mutual obligations and rights of the parties
2.1. In order to achieve the objectives under this Agreement as soon as possible, the Parties undertake:
· Party-2 undertakes to provide financial support and a trading place for the entire term of the contract;
· Party-1 undertakes the search for trading partners and customers for products sold and offered to the sales market.
· Party-1 independently undertakes advertising services and market research.
· Party-1 may delegate to third parties the right to provide their commercial interests in the sale of goods to other legal entities and individuals.
· Party-2 has the right to assist in the activities and has the right to recommend or suggest if the transactions being carried out for the sale of goods by Party-1 are economically unprofitable, or if the party is unable to fulfill this order properly.
· The Parties undertake not to disclose confidential industrial and commercial information that has become known in the course of their joint activities.
3. Conducting common business
3.1. The general business under this Agreement is conducted by the Party-1 by their common consent.
3.2. The management of joint activities under this Agreement, as well as the management of common affairs, is entrusted to Party-1, who manages all joint activities and performs all necessary legal actions and acts to achieve the goal set under the agreement.
3.3. Each Party, regardless of whether it is authorized to conduct common business, has the right to get acquainted with all the documentation on the conduct of business, as well as to receive any other information on joint activities.
4. Contributions and shares of the parties from the profits
4.1. Party-2 provides financial support (investments) in the amount of 50,000,000 (fifty million) tenge under the following conditions and terms:
- From the moment of signing this agreement, within 3 (three) business days, 15,000,000 (fifteen million) tenge is transferred by wire transfer to the current account of the Party-1.;
- by July 31, 2024, 15,000,000 (fifteen million) tenge is transferred by wire transfer to the settlement account of Party-1.;
- until August 31, 2024, 20,000,000 (twenty million) tenge is transferred by bank transfer to the settlement account of Party-1.;
4.2. Party-1 is invested in goods for the amount agreed upon by the party at the time of signing the contract in the amount of ..... tenge.
4.3. Party-1, receiving financial support (investments) and a trading place, purchases goods on its own and sells it in a trading place by all means and means that do not contradict the legislation, on a commercial basis.
4.4. The shares of the net profit of the parties under this Agreement are distributed as follows:
Side 1: 60%.
Side 2: 40%.
4.5. Profits from joint activities, subject to the terms of this agreement and the exit of joint activities to profit, it will be distributed from net profit after deduction (all tax fees and liabilities, wages, rent, advertising, etc.) on a monthly basis from January 2025
4.6. In case of changes in the scope of work performed, the parties may, by agreement of the parties, make appropriate amendments and additions to this Agreement, including clarifying their participation in joint activities.
5. Common property of the parties under this Agreement
5.1. The property contributed by the Parties, which they owned by right of ownership, as well as services produced as a result of joint activities and goods and income received from such activities, shall be recognized as their common shared ownership, unless otherwise established by this Agreement and the law.
5.2. The property contributed by the Parties, which they possessed on grounds other than ownership rights, is used in the interests of the parties and constitutes, along with the property in their common ownership, common property.
5.3. One Party-2 is not entitled to dispose of its share in the common property without the consent of the other party.
5.4. The use of the common property of the Parties is carried out by Strona-1 by their common consent.
5.5. The obligation of the Parties to maintain common property and the procedure for reimbursement of expenses related to the fulfillment of this obligation of the Parties are distributed in proportion to the shares of the Parties in joint activities.
6. Expenses and losses of the Parties under this Agreement
6.1. The total expenses and losses of the Parties are covered by the common property of the Parties obtained as a result of joint activities.
6.2. If the common property is insufficient to cover the costs and losses incurred as a result of joint activities, this coverage is provided by the parties in proportion to their shares.
6.3. The costs of maintaining the common property (including property taxes) are taken into account when determining the shares of participation of the Parties in joint activities.
6.4. The actual volume of joint activities with its distribution by type of costs between the Parties is determined in the balance sheet.
7. Withdrawal from the Agreement
7.1. A Party wishing to terminate this Agreement must notify the other party no later than one month before the expected withdrawal from the agreement. The application must be executed in writing.
7.2. Within 1 month from the date of receipt of the application for withdrawal from the contract, the Parties must divide the property that is jointly owned, taking into account the violation of contractual obligations to third parties of the purchased goods.
8. The procedure for the alienation of shares
8.1. The Parties have the right to freely dispose of their shares in common shared ownership, subject to the right of pre-emptive purchase by the other Party of such a share.
8.2. When one Party sells its share to a third party, the other Party has the pre-emptive right to purchase the share being sold, at the price for which it is sold, and on other equal terms, except in the case of sale at public auction.
8.3. The seller of the share is obliged to notify the other party in writing of the intention to sell his share to an outsider, indicating the price and other conditions under which he sells it.
8.4. If the other Party refuses to purchase or does not acquire the share being sold within a month, the seller has the right to sell his share to another person.
8.5. The procedure for using the pre-emptive right to purchase a share is determined in accordance with the current legislation.
9. Force majeure circumstances
9.1. Upon the occurrence of circumstances where it is impossible to fully or partially perform one of the The Parties to the obligations under this Agreement, namely: fire, natural disasters, military operations of any kind, blockades, export or import bans, or others that do not depend on Due to the circumstances, the deadline for fulfilling obligations is shifted in proportion to the time during which such circumstances will apply.
9.2. The Party for whom it has become impossible to fulfill obligations under this Agreement According to the Agreement, it must notify the other Party of the occurrence and termination of circumstances impeding the fulfillment of obligations within two weeks at the latest.
9.3. The documents of the relevant organizations will serve as proper evidence of the existence of the above circumstances.
10. The term of this Agreement
10.1. This Agreement comes into force from the moment of its signing and is valid for 5 years.
10.2. This Agreement may be extended The parties by mutual agreement for a certain or indefinite period.
10.3. In the event of termination of this Agreement, after the Parties have reimbursed their debts in accordance with the established procedure, the remaining funds and property will be distributed between the Parties in proportion to their shares in the common property.
11. Liability of the parties
11.1. This Agreement may be terminated at the request of one of the Parties in case the other Party fails to fulfill its obligations. In this case, all the unfavorable consequences of termination are assigned to the guilty Party.
11.2. The Party that has violated its obligations under this Agreement undertakes to immediately notify the other party and do everything in its power to eliminate the violation.
11.3. For violation of the Terms of this Agreement, the guilty Party shall compensate for the losses caused by this, including lost profits, in accordance with the procedure provided for by the current legislation of the Republic of Kazakhstan.
12. Dispute resolution procedure
12.1. All disputes between the Parties on which no agreement has been reached are resolved in accordance with the legislation of the Republic of Kazakhstan on contractual jurisdiction in the courts of the city of Almaty.
12.2. The Parties establish that all possible claims under this Agreement must be reviewed by the Parties within one month from the date of receipt of the claim.
13. Modification of the terms of this Agreement
13.1. The terms of this Agreement are equally binding on the Parties and may be amended by mutual agreement with the mandatory preparation of a written document.
13.2. Neither party has the right to transfer its rights under this Agreement to a third party without the written consent of the other party.
14. Other conditions
14.1. This Agreement is drawn up in two original copies, one for each of the Parties.
14.2. In cases not provided for by this Agreement, the Parties shall be guided by the applicable civil legislation.
14.3. After signing this Agreement, all preliminary negotiations on it: correspondence, preliminary agreements and protocols of intent on issues related to this Agreement in one way or another, lose their legal force.
14.4. When executing this Agreement, the Parties undertake not to reduce cooperation to compliance only with the requirements contained in this Agreement, to maintain business contacts and take all necessary measures to ensure the effectiveness and development of their commercial relations.
Legal addresses, bank details and signatures of the parties
SIDE-1
SIDE -2
Individual entrepreneur "Umarkhanov"
IIN 900310301765
address ____________________________
__________________________________________________________________
Bashs:
___________/ U.M.L.
"____"____________20__ the year.
Citizen(s) of the Republic of Kazakhstan
FCs______________________________________________________________
_________________________________
IIN No.__________________________
last address. _______________________
__________________________________________________________________
bodys. _____________________________
__________/ ______________________
"____"____________20__ the year.
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