Supplementary Agreement
This Supplementary Agreement (hereinafter, “this Agreement”) is entered into in Chongqing, China on ____________ by and between:
Party A: ____________. ID card No.: __________________.
and
Party B: Chongqing Jiafu Health Industry Co., Ltd.
Whereas: Party A is an individual proprietor (Registered No.: __________) (“Individual Proprietor”); Party A and Party B entered into an asset acquisition agreement on ___________ (hereinafter, the “Asset Acquisition Agreement”), by which Party B has acquired the target assets from the Individual Proprietor located at _______________________ (see Asset Acquisition Agreement for the definition of “target assets”).
NOW, THEREFORE, the Parties hereto have reached the following supplementary agreement to the Asset Acquisition Agreement:
Section 1 The Parties agree that, after signing of the Asset Acquisition Agreement, Party A entrusts Party B to continue with the operation of the Individual Proprietor(’s business) under the original license. In addition, Party A shall, pursuant to the Asset Acquisition Agreement, transfer all of its controls in the target assets, economic benefits, and business and finance matters of the Individual Proprietor to Party B.
Section 2 The Parties agree that, from the date of signing to the date of termination hereof, Party A shall authorize Party B to operate the Individual Proprietor(’s business), and Party B shall have the right to make independent decisions on the Individual Proprietor’s operation, revenues and assets, and Party A shall cooperate with Party B to execute the decisions.
Section 3 After signing of this Agreement, Party A shall be entitled to no rights in the Individual Proprietor(’s business), unless otherwise agreed upon herein.
Section 4 Party B has the right to lawfully change the Individual Proprietor to a subsidiary or branch company of Party B, as needed by the businesses and at its own discretion, in which Party A will provide necessary cooperation.
Section 5 The Parties agree that, within the validity term hereof, they shall observe the following provisions:
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(1)
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Party B shall have the control and decision-making rights to all matters of the Individual Proprietor, including but not limited to the decision-making rights to the Individual Proprietor’s business and finance matters and control rights to the Individual Proprietor’s incomes, expenditures, employment, business development plans, etc.; and
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(2)
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Party B shall have the right to collect all the profits of the Individual Proprietor and bear all the risks in operating the Individual Proprietor.
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Section 6 This Supplementary Agreement shall become effective upon signing.
Section 7 This Agreement shall be terminated if, and only if, the following conditions are met:
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(1)
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Party B lawfully changes the Individual Proprietor to a subsidiary or branch company of Party B or any other form of legal entity; or
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(2)
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Party B notifies Party A in writing to request the termination of this Agreement.
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(NO TEXT BELOW)
(SIGNATURE PAGE)
Party A:
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By:
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Party B:
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By:
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(Authorized Representative)
