Service Cooperation Agreement

In order to implement the purpose of "Healthy China", Hangzhou Baoqing Technology Co., Ltd. (hereinafter referred to as "Party A") has established the "Youdujia Psychology Platform", as well as the psychological institutions "Youdu Psychology" and "Anxin Psychology". To better select high-quality and convenient psychological services for the public, Party A engages relevant professional counselors (hereinafter referred to as "Party B") as one of its counseling service providers. For this purpose, Party A and Party B hereby reach the following agreement, which shall be jointly observed by both parties:
I. Online/Offline Service Requirements
Online/offline service items must comply with the relevant legal provisions of the People's Republic of China.
Online/offline service partners (institutions or individuals) must hold corresponding nationally recognized qualifications and operate in compliance with laws and regulations.
When providing service content, online/offline service providers must offer professional plans and accept the platform's customer evaluation system.
Online/offline services and Party B's qualifications must comply with the relevant legal provisions of the People's Republic of China regarding professional practice.
For the projects that Party A provides to Party B for work, Party B undertakes that it will not privately engage in matters related to competing psychological products with the project parties within three years. Party B agrees to accept the penalty measures imposed by Party A in case of breach.
II. Rights and Obligations of Party A
1. Rights
Party A has the right to supervise the online/offline services provided by Party B. If it is found that Party B's products or services do not meet national requirements or the purpose of the "Youdujia" platform, Party A has the right to take Party B's products or services off the platform. This right includes, but is not limited to, pursuing legal liability.
Party A also has the right to supervise and verify the settlement and issuance of invoices, payments, and goods (services) for the services and products that have been sold.
2. Obligations
Party A is obligated to provide online/offline technical support, conduct corresponding promotion, and handle service connection work.
Party A shall cooperate with Party B in promotion efforts, carry out orderly promotion of online/offline products or services, ensure that accounts are traceable and clear online, and actively cooperate with Party B in account verification and settlement.
III. Rights and Obligations of Party B
1. Rights
Party B has the right to check and verify accounts for the products or services sold on the "Youdujia" and "Anxin Psychology" platforms.
Party B has the right to withdraw the settled funds from the sold products or completed services.
2. Obligations
Party B shall accept supervision from Party A and undertake that the provided products or services meet national requirements or qualification standards for relevant products.
Party B shall maintain the brand value of "Youdujia", "Anxin Psychology", and "Youdu Psychology".
If Party B's services or products do not meet the platform requirements of Party A, Party B shall take the initiative to propose removing the products/services from the platform or withdrawing its qualification as a service provider.
IV. Cooperation Projects
Select Item ____ below (tick in the form):
Psychological counseling
1.1 Contracted Counselor
1.2 Settled Counselor
1.3 Resident Counselor
Group counseling activities/courses
Online assessments
Corporate EAP (Employee Assistance Program)
Knowledge payment (including online/offline courses, activities, etc.)
Brand franchise authorization
V. Settlement Model
Adopt the model corresponding to Item ____ below:
As a professional "counseling" institution/individual of Party A, Party B is provided with a platform by Party A for display, with a fee of RMB 0.
1.1 Contracted Counselor: No guarantee of the number of counseling cases. Services include online and offline counseling, with one-on-one matching services provided by psychological consultants.
1.2 Settled Counselor: Annual fee of RMB 1,000. A minimum of 20 counseling cases per year is guaranteed. Counselors can use the physical counseling rooms under the platform at a 30% discount off the normal sales price. If the cases are assigned by the platform, the counseling room fee is waived. One-on-one client-counselor services are provided by psychological consultants.
1.3 Resident Counselor: Annual fee of RMB 2,000. A minimum of 40 counseling cases per year is guaranteed, with priority rights to receive assigned courses and corporate EAP projects. Counselors can use the physical counseling rooms under the platform at a 40% discount off the normal sales price. If the cases are assigned by the platform, the counseling room fee is waived. One-on-one client-counselor services are provided by psychological consultants.
For transaction settlement, Party B shall receive 20%-50% of the transaction amount as counseling fees or a fixed course fee (implemented in accordance with platform notifications).
For Party B acting as a service provider for the use (including promotion) of Party A's "online assessments", the cooperation plan (based on the number of actual assessments and revenue within one year) shall be discussed on a case-by-case basis.
Corporate EAP: To be discussed on a case-by-case basis.
Knowledge payment: 50% of the transaction amount from recorded courses shall belong to Party A. Other offline courses shall be discussed on a case-by-case basis (as agreed in Section VI).
Brand authorization: To be discussed on a case-by-case basis.
Settlement cycle: The accounts of the current month shall be settled before the 15th day of the following month.
VI. Platform Service Fees
When the cooperation project falls under Items 5 or 6:
For Item 6 (Brand Franchise Authorization), Party A shall charge Party B a service fee of ____% of the sales amount (to be determined separately).
For Item 6 (Brand Franchise Authorization), Party B shall pay RMB ____ (to be determined separately) as the brand authorization fee during the term of this contract. The actual application scenarios of the "Youdujia" and "Youdu Psychology" brands by Party B must be approved by Party A.
The final settlement shall be conducted when Party B withdraws funds each time. The final accounting date of each month shall be the last day of the month. The platform shall calculate and settle the accounts based on orders every month, and make the payment before the 15th day of the following month (except as otherwise agreed).
VII. Other Provisions
The term of this agreement shall be from ____ year ____ month ____ day to ____ year ____ month ____ day (or to be filled in via form registration).
Party B shall not disclose the terms of this agreement to any third commercial party.
Any dispute between Party A and Party B shall be resolved through negotiation. If negotiation fails, either party may file a lawsuit with the people's court at the place where Party A is located.
This agreement is made in duplicate, with each party holding one copy. (If submitted electronically, it shall be deemed that Party B agrees to this agreement. Party A will separately print and seal the agreement for confirmation and then provide it to Party B.)