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1. Parties: Identification of all partnership parties, including full legal names, addresses, and registration details
2. Background: Description of the existing partnership, its business nature, and reasons for settlement
3. Definitions: Definitions of key terms used throughout the agreement
4. Settlement Terms: Core terms of the settlement including payment amounts, timing, and conditions
5. Asset Distribution: Detailed allocation of partnership assets, including physical assets, intellectual property, and contracts
6. Liability Allocation: Distribution of existing liabilities and ongoing obligations
7. Release and Discharge: Mutual release of claims and obligations between partners
8. Confidentiality: Obligations regarding confidential information and trade secrets
9. Tax Matters: Handling of tax obligations and distributions
10. Regulatory Compliance: Steps for compliance with UAE regulatory requirements, including de-registration if applicable
11. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
12. Execution: Signature blocks and execution requirements
1. Non-Compete Provisions: Restrictions on future business activities, if agreed between parties
2. Ongoing Cooperation: Terms for transitional assistance or knowledge transfer, if required
3. Employee Matters: Handling of employment relationships if the partnership has employees
4. Insurance and Indemnification: Special provisions for insurance claims and ongoing indemnities
5. Intellectual Property Assignment: Specific IP transfer provisions if significant IP assets exist
6. Third Party Consents: Process for obtaining necessary third-party approvals
7. Bank Accounts and Financial Matters: Specific provisions for handling joint bank accounts and financial instruments
1. Schedule 1 - Asset Schedule: Detailed list of all partnership assets and their agreed distribution
2. Schedule 2 - Payment Schedule: Timeline and details of all settlement payments
3. Schedule 3 - Liability Schedule: Comprehensive list of partnership liabilities and their allocation
4. Schedule 4 - Contracts Schedule: List of existing contracts and their disposition
5. Schedule 5 - Required Notices: Template notices required for various authorities and third parties
6. Appendix A - Partnership Documents: Copies of original partnership agreement and relevant amendments
7. Appendix B - Valuation Reports: Any third-party valuations used in settlement calculations
8. Appendix C - Commercial Licenses: Copies of relevant business licenses and registrations
Business Day
Completion Date
Confidential Information
Department of Economic Development
Effective Date
Encumbrance
Existing Partnership Agreement
Government Authority
Intellectual Property Rights
Liabilities
License
Partnership
Partnership Assets
Partnership Business
Partnership Accounts
Payment
Regulatory Approvals
Release Date
Settlement Amount
Settlement Period
Settlement Terms
Settling Partner
Continuing Partner
Share
Territory
Trade License
Transfer Documents
UAE
Valuation Report
Settlement Terms
Payment Obligations
Asset Distribution
Liability Allocation
Release and Discharge
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Regulatory Compliance
Tax Matters
Business Transfer
Employee Matters
Bank Accounts
Further Assurance
Costs and Expenses
Notices
Assignment
Entire Agreement
Severability
Waiver
Amendment
Force Majeure
Third Party Rights
Counterparts
Governing Law
Dispute Resolution
Professional Services
Real Estate
Trading
Construction
Manufacturing
Retail
Hospitality
Technology
Consulting
Healthcare
Financial Services
Media and Entertainment
Transportation and Logistics
Industrial Services
Legal
Finance
Compliance
Corporate Governance
Operations
Risk Management
Business Development
Commercial
Partner Relations
Administration
Managing Partner
Business Owner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Corporate Secretary
Business Development Director
Operations Manager
Finance Manager
Compliance Officer
Risk Manager
Managing Director
Partner Relations Manager
Commercial Director
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