Management Partnership Agreement Template for Belgium

A Management Partnership Agreement under Belgian law establishes a formal management relationship between parties, typically involving a management company or individual manager providing strategic and operational management services to a business entity. The agreement complies with Belgian corporate law requirements and addresses key aspects such as governance rights, duties, compensation, liability, and termination provisions. It includes specific provisions required under Belgian jurisdiction regarding social security, tax implications, and corporate governance, while ensuring alignment with the Belgian Company Code and related regulations.

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What is a Management Partnership Agreement?

The Management Partnership Agreement is a crucial document used in Belgian business contexts when establishing formal management relationships between companies or between a company and professional managers. This agreement type is particularly relevant under Belgian law where management services are provided through a separate legal entity or by individual managing partners. The document addresses essential aspects required by Belgian corporate law, including management responsibilities, governance structures, financial arrangements, and compliance requirements. It is commonly used in situations requiring professional management services, corporate restructuring, or when implementing new management structures. The agreement must comply with Belgian Company Code requirements and consider specific Belgian tax and social security implications for management companies and individual managers.

What sections should be included in a Management Partnership Agreement?

1. Parties: Identification of the contracting parties, including full legal names, registration details, and registered addresses

2. Background: Context of the agreement, including brief description of the parties' businesses and purpose of the management partnership

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

4. Scope of Partnership: Detailed description of the management services to be provided and the partnership structure

5. Appointment and Term: Terms of appointment, duration of the agreement, and renewal provisions

6. Management Rights and Obligations: Specific rights, responsibilities, and duties of the managing partner

7. Governance Structure: Decision-making processes, voting rights, and management hierarchy

8. Financial Arrangements: Compensation, profit sharing, expense allocation, and financial reporting requirements

9. Representations and Warranties: Standard declarations by both parties regarding their capacity and authority

10. Confidentiality: Provisions regarding protection of confidential information and trade secrets

11. Liability and Indemnification: Allocation of risks, liability limitations, and indemnification obligations

12. Insurance: Required insurance coverage and minimum policy requirements

13. Termination: Grounds for termination, notice requirements, and consequences of termination

14. General Provisions: Standard clauses including notices, amendments, governing law, and dispute resolution

What sections are optional to include in a Management Partnership Agreement?

1. Non-Compete and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/clients, included when protecting business interests is crucial

2. Intellectual Property Rights: Provisions regarding ownership and use of IP created during the partnership, included when IP creation is expected

3. Data Protection: GDPR compliance and data handling procedures, included when personal data processing is involved

4. Force Majeure: Provisions for unforeseen circumstances preventing performance, included when specific risk allocation is needed

5. Anti-Corruption Compliance: Anti-bribery and corruption provisions, included when international business or public sector interaction is involved

6. Environmental Compliance: Environmental responsibilities and commitments, included for environmentally sensitive industries

7. Social Media and Communications: Guidelines for public communications and social media use, included when public representation is important

What schedules should be included in a Management Partnership Agreement?

1. Schedule 1 - Services Description: Detailed description of management services to be provided

2. Schedule 2 - Fee Structure: Detailed breakdown of management fees, profit sharing, and payment terms

3. Schedule 3 - Key Performance Indicators: Performance metrics and evaluation criteria

4. Schedule 4 - Governance Procedures: Detailed procedures for meetings, voting, and decision-making

5. Schedule 5 - Insurance Requirements: Specific insurance types, coverage amounts, and provider requirements

6. Appendix A - Power of Attorney: Standard power of attorney form if required for specific management actions

7. Appendix B - Compliance Procedures: Detailed compliance procedures and reporting requirements

8. Appendix C - Contact Details: List of key contacts and their roles for both parties

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

Jurisdiction

Belgium

Publisher

Genie AI

Cost

Free to use

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