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1. Parties: Identifies all partners involved in the dissolution agreement
2. Background/Recitals: Provides context about the partnership, including formation date, nature of business, and reason for dissolution
3. Definitions: Defines key terms used throughout the agreement
4. Effective Date of Dissolution: Specifies the exact date when the partnership will be dissolved
5. Distribution of Assets: Details how partnership assets will be divided among partners
6. Settlement of Liabilities: Outlines how partnership debts and liabilities will be handled
7. Final Accounting: Provisions for preparation and approval of final partnership accounts
8. Partner Releases: Mutual releases from future claims related to the partnership
9. Confidentiality: Obligations regarding confidential information post-dissolution
10. Governing Law: Specifies the governing law and jurisdiction
11. Execution: Signature blocks and execution requirements
1. Intellectual Property Rights: Required when the partnership owns intellectual property that needs to be distributed or licensed
2. Employee Matters: Include when the partnership has employees and their future employment needs to be addressed
3. Business Name and Goodwill: Required when dealing with the future use of business names, trademarks, and goodwill
4. Ongoing Projects: Include when there are incomplete projects or contracts that need to be allocated or completed
5. Non-Compete Provisions: Optional restrictions on partners' future business activities
6. Tax Matters: Detailed tax provisions when complex tax implications exist
7. Dispute Resolution: Specific procedures for resolving future disputes about the dissolution
1. Schedule A - Asset Register: Comprehensive list of partnership assets and their agreed values
2. Schedule B - Liability Register: List of all partnership liabilities and payment responsibilities
3. Schedule C - Distribution Schedule: Detailed breakdown of how assets and liabilities will be distributed
4. Schedule D - Client List: List of clients and any agreed allocation between partners
5. Schedule E - Outstanding Accounts: List of accounts receivable and payable with allocation details
6. Appendix 1 - Final Partnership Accounts: Copy of the final partnership financial statements
7. Appendix 2 - Asset Valuation Reports: Any independent valuations obtained for partnership assets
Appointed Accountant
Assets
Business
Business Day
Business Hours
Business Name
Business Records
Capital Account
Commencement Date
Confidential Information
Dissolution Date
Distribution Schedule
Effective Date
Final Accounts
Goodwill
GST
Intellectual Property Rights
Liabilities
Net Partnership Assets
Original Partnership Agreement
Outstanding Accounts
Partners
Partnership
Partnership Assets
Partnership Bank Accounts
Partnership Interest
Partnership Liabilities
Partnership Property
Professional Advisers
Settlement Date
Third Party
Transition Period
Valuation Date
Working Capital
Dissolution
Effective Date
Asset Distribution
Liability Settlement
Final Accounting
Client Allocation
Confidentiality
Non-Competition
Release and Discharge
Indemnification
Business Name
Intellectual Property
Employee Matters
Bank Accounts
Tax Obligations
Insurance
Dispute Resolution
Notices
Further Assurance
Severability
Entire Agreement
Governing Law
Assignment
Costs
GST
Amendment
Waiver
Professional Services
Retail
Construction
Healthcare
Hospitality
Technology
Real Estate
Manufacturing
Agriculture
Consulting
Legal Services
Accounting Services
Creative Industries
Legal
Finance
Operations
Executive Leadership
Risk Management
Compliance
Corporate Governance
Business Development
Accounting
Business Owner
Managing Partner
General Partner
Company Director
Legal Counsel
Corporate Lawyer
Business Manager
Chief Executive Officer
Chief Financial Officer
Accountant
Business Advisor
Partnership Manager
Operations Manager
Risk Manager
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