定增私募基金投资管理中心（有限合伙）合伙协议及入伙协议模版.docx

合 伙 协 议 协议编号：xx 北京xx资产管理中心（有限合伙） 合 伙 协 议 普通合伙人：xx有限公司 二零xx年x月 目录 前言················································································1 声明与承诺·······································································3 基金管理人声明与承诺·····················································3 投资者声明与承诺···························································4 第一条 定义······································································6 1.1定义········································································6 第二条 有限合伙企业·······················································10 2.1成立·······································································10 2.2名称·······································································10 2.3主要经营场所···························································11 2.4合伙目的·································································11 2.5经营范围·································································11 2.6经营期限·································································12 2.7 普通合伙人合伙人····················································13 2.8合伙人登记册···························································13 2.9出质禁止····· ·························································14 第三条 出资···································································14 3.1合伙人总认缴出资额及各合伙人认缴的出资额·················14 3.2出资方式·································································15 3.3缴付出资·································································15 第四条 普通合伙人··························································15 4.1无限责任·································································15 4.2执行事务合伙人应具备的条件和选择程序·······················16 4.3执行事务合伙人委派的代表·········································16 4.4普通合伙人权限························································16 4.5利益冲突和关联交易··················································19 4.6违约处理办法·······························