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50 50 Partnership Agreement
"I need a 50-50 Partnership Agreement under Austrian law for a technology consulting firm, with specific provisions for intellectual property protection and client confidentiality, to be effective from March 1, 2025."
1. Parties: Identification and details of the two partners entering into the 50-50 partnership
2. Background: Context of the partnership formation and partners' intention to establish an equal partnership
3. Definitions: Key terms used throughout the agreement
4. Partnership Formation: Establishment of the partnership, its name, registration details, and commencement date
5. Business Purpose: Defined scope and objectives of the partnership business
6. Capital Contributions: Initial and ongoing capital contributions from each partner, maintaining the 50-50 ratio
7. Profit and Loss Sharing: Equal distribution of profits and losses between partners
8. Management and Decision Making: Management structure, voting rights, and decision-making processes including deadlock resolution
9. Partners' Duties and Obligations: Responsibilities, commitments, and expectations of each partner
10. Banking and Financial Matters: Banking arrangements, accounting practices, and financial management
11. Transfer of Partnership Interest: Restrictions and procedures for transferring partnership interests
12. Term and Termination: Duration of partnership and circumstances for termination
13. Dissolution and Liquidation: Procedures for winding up the partnership and asset distribution
14. Governing Law and Jurisdiction: Confirmation of Austrian law application and jurisdiction
15. General Provisions: Standard legal provisions including notices, amendments, and severability
1. Non-Competition and Non-Solicitation: Restrictions on partners competing with the partnership or soliciting employees/clients, used when intellectual property or client relationships are crucial
2. Intellectual Property Rights: Ownership and management of IP created during the partnership, important for knowledge-based businesses
3. Insurance: Required insurance coverage and responsibilities, relevant for high-risk businesses
4. Alternative Dispute Resolution: Mediation or arbitration procedures, useful for partners wanting to avoid court proceedings
5. Good/Bad Leaver Provisions: Consequences of voluntary or forced partner departure, important for professional service partnerships
6. Partnership Expansion: Procedures for admitting new partners, useful if future growth is anticipated
7. Business Continuation: Procedures in case of death or incapacity of a partner, important for family businesses or professional partnerships
1. Schedule 1: Initial Capital Contributions: Detailed list of cash, assets, or services contributed by each partner
2. Schedule 2: Business Plan: Initial business plan and strategic objectives
3. Schedule 3: Partner Contact Details: Complete contact information and notice details for each partner
4. Schedule 4: Banking Arrangements: Details of partnership bank accounts and authorized signatories
5. Schedule 5: Accounting Policies: Agreed accounting principles and practices
6. Appendix A: Partnership Registration Documents: Copies of official registration documents and licenses
7. Appendix B: Asset Inventory: Detailed inventory of partnership assets and their agreed values
Authors
Business
Business Day
Business Plan
Capital Account
Capital Contribution
Commencement Date
Confidential Information
Deadlock
Defaulting Partner
Encumbrance
Financial Year
Force Majeure
Initial Capital
Insolvency Event
Intellectual Property Rights
Management Committee
Material Breach
Partnership
Partnership Assets
Partnership Interest
Partners
Partnership Name
Profit and Loss
Quarter
Reserved Matters
Security Interest
Share
Tax
Term
Territory
Transfer
Valuation
Working Capital
Austrian GAAP
UGB
Business Premises
Competition
Good Leaver
Bad Leaver
Managing Partner
Partnership Meeting
Resolution
Ordinary Resolution
Special Resolution
Operating Account
Distribution
Net Income
Commercial Register
Partnership Books
Partnership Name and Registration
Business Purpose
Term
Capital Contributions
Additional Capital
Partnership Interests
Profit and Loss Sharing
Distribution of Profits
Management Rights
Decision Making
Deadlock Resolution
Partners' Duties
Non-Competition
Confidentiality
Intellectual Property
Banking Arrangements
Accounting and Records
Tax Matters
Insurance
Transfer Restrictions
Right of First Refusal
Tag-Along Rights
Drag-Along Rights
Termination
Events of Default
Dissolution
Liquidation
Death or Incapacity
Force Majeure
Notices
Assignment
Amendment
Severability
Entire Agreement
Governing Law
Dispute Resolution
Good/Bad Leaver
Partner Warranties
Business Plan Compliance
Reserved Matters
Meeting Procedures
Financial Reporting
Valuation
Exit Mechanisms
Professional Services
Retail
Manufacturing
Technology
Real Estate
Hospitality
Construction
Healthcare
Consulting
E-commerce
Agriculture
Creative Industries
Financial Services
Education
Legal
Corporate Development
Finance
Operations
Risk & Compliance
Business Development
Strategy
Corporate Governance
Investment
Partnership Management
Business Owner
Managing Director
CEO
Legal Counsel
Corporate Lawyer
Business Development Manager
Partnership Manager
Chief Financial Officer
Operations Director
Company Secretary
Risk Manager
Compliance Officer
Investment Manager
Professional Service Provider
Entrepreneur
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