Partnership Termination Agreement Template for Austria

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Key Requirements PROMPT example:

Partnership Termination Agreement

"I need a Partnership Termination Agreement for a two-partner architectural firm in Vienna, with a planned dissolution date of March 1, 2025, including equal distribution of assets and client portfolio."

Document background
A Partnership Termination Agreement is a crucial legal document used when partners decide to formally end their business relationship under Austrian law. This document becomes necessary when partners agree to dissolve their partnership due to various circumstances such as retirement, strategic changes, or mutual agreement to pursue separate ventures. The agreement must comply with Austrian legal requirements, particularly the ABGB and UGB, and requires registration with the Austrian Company Register. It typically includes comprehensive provisions for asset distribution, liability allocation, confidentiality obligations, and post-termination responsibilities. The Partnership Termination Agreement serves as the final binding document between the partners, establishing clear terms for the partnership's dissolution and protecting all parties' interests during and after the termination process.
Suggested Sections

1. Parties: Identification of all partners and the partnership entity, including registration details

2. Background: Brief history of the partnership, reason for termination, and reference to the original partnership agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Effective Date of Termination: Specific date when the partnership will be officially dissolved

5. Settlement of Accounts: Details of final accounting, including profit/loss distribution and capital account settlements

6. Asset Distribution: Comprehensive plan for distribution of partnership assets among partners

7. Liabilities and Debts: Allocation of existing liabilities and process for handling outstanding debts

8. Release and Discharge: Mutual release of claims between partners, except as specifically preserved

9. Confidentiality: Ongoing obligations regarding confidential information

10. Post-Termination Obligations: Continuing duties of partners after dissolution

11. Notices: Process for giving formal notices under the agreement

12. Governing Law: Confirmation of Austrian law governance and jurisdiction

13. Execution: Signature blocks and execution requirements

Optional Sections

1. Intellectual Property Rights: Distribution and future usage rights of partnership IP, used when the partnership owns significant IP assets

2. Non-Compete Provisions: Restrictions on future competitive activities, included when partners agree to post-termination competition limitations

3. Employee Matters: Handling of employment relationships, required when the partnership has employees

4. Client Transition: Process for transitioning or allocating clients, important for service-based partnerships

5. Insurance Matters: Handling of insurance policies and claims, needed when significant insurance coverage exists

6. Tax Matters: Specific tax arrangements and obligations, included when complex tax implications exist

7. Dispute Resolution: Alternative dispute resolution procedures, optional when partners want to specify mediation or arbitration

Suggested Schedules

1. Schedule A - Asset Inventory: Detailed list of all partnership assets and their agreed distribution

2. Schedule B - Financial Statement: Final balance sheet and profit/loss statement of the partnership

3. Schedule C - Liability Register: List of all known liabilities and their allocation

4. Schedule D - Client List: Distribution of clients between partners (if applicable)

5. Schedule E - Settlement Calculations: Detailed calculations of final settlements between partners

6. Appendix 1 - Required Notices: Templates for required notices to authorities, clients, or other stakeholders

7. Appendix 2 - Handover Protocol: Procedure and checklist for physical handover of assets and documents

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Professional Services

Legal Services

Consulting

Architecture

Engineering

Medical Practices

Accounting

Real Estate

Construction

Retail

Technology

Creative Industries

Financial Services

Relevant Teams

Legal

Finance

Compliance

Tax

Operations

Corporate Governance

Risk Management

Business Administration

Partner Relations

Relevant Roles

Managing Partner

Senior Partner

Legal Counsel

Chief Executive Officer

Chief Financial Officer

Business Owner

Company Director

Corporate Lawyer

Tax Manager

Finance Director

Compliance Officer

Business Development Manager

Operations Manager

Partnership Administrator

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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