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Partnership Share Agreement
"I need a Partnership Share Agreement for a technology consulting firm in Belgium with three equal partners, where two partners will be actively involved in management and one will be a silent investor, including specific provisions for profit sharing and decision-making rights."
1. Parties: Identification of all partners entering into the agreement, including full legal names, addresses, and registration details
2. Background: Context of the partnership formation, business purpose, and relevant historical information
3. Definitions: Defined terms used throughout the agreement for clarity and consistency
4. Partnership Structure: Legal form of partnership, registration details, and business purpose
5. Share Capital and Contributions: Details of initial capital, partner contributions (cash, assets, or services), and share allocation
6. Partnership Shares: Classes of shares, rights attached to shares, and share certificates
7. Management and Decision Making: Partnership management structure, voting rights, and decision-making processes
8. Profit and Loss Distribution: Formula for distributing profits and losses among partners
9. Partner Rights and Obligations: Core rights and duties of partners, including participation in management and information rights
10. Transfer of Shares: Rules and restrictions on transfer of partnership shares, including pre-emption rights
11. Term and Termination: Duration of partnership and circumstances for termination
12. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction for disputes
13. General Provisions: Standard clauses including notices, amendments, and severability
1. Non-Competition and Confidentiality: Restrictions on partners competing with the partnership and handling of confidential information
2. Intellectual Property Rights: Treatment of IP brought into or developed within the partnership
3. Death or Incapacity of Partners: Procedures for handling partner death or incapacity, including share transfer provisions
4. Dispute Resolution: Alternative dispute resolution mechanisms such as mediation before litigation
5. Partner Loans: Terms for partners providing additional funding through loans
6. New Partner Admission: Procedures and requirements for admitting new partners
7. Tag-Along and Drag-Along Rights: Special rights for share transfers in case of significant ownership changes
8. Employee Partners: Special provisions for partners who are also employees
1. Schedule 1: Initial Capital Contributions: Detailed breakdown of each partner's initial capital contributions
2. Schedule 2: Share Register: Current partnership share ownership and history of transfers
3. Schedule 3: Business Plan: Initial business plan and financial projections
4. Schedule 4: Valuation Methodology: Agreed methods for valuing partnership shares
5. Schedule 5: Management Structure: Detailed organizational chart and management responsibilities
6. Schedule 6: Partner Contact Details: Complete contact information for all partners
7. Appendix A: Partnership Registration Documents: Copies of official registration documents
8. Appendix B: Partner Resolutions: Copies of relevant partner resolutions
Authors
Articles of Association
Business
Business Day
Business Plan
Capital Account
Capital Contribution
Confidential Information
Default Event
Defaulting Partner
Effective Date
Encumbrance
Fair Market Value
Financial Year
General Meeting
Initial Capital
Insolvency Event
Intellectual Property Rights
Management Board
Managing Partner
Material Breach
New Partner
Non-Defaulting Partner
Partner
Partnership
Partnership Interest
Partnership Shares
Pre-emption Rights
Profit and Loss Account
Reserved Matters
Share Transfer
Silent Partner
Subscription Price
Tag-Along Rights
Drag-Along Rights
Transfer Notice
Valuation Date
Working Capital
Partnership Formation
Capital Contribution
Share Allocation
Partnership Management
Voting Rights
Decision Making
Profit Distribution
Loss Allocation
Partner Obligations
Information Rights
Share Transfer Restrictions
Pre-emption Rights
Tag-Along Rights
Drag-Along Rights
New Partner Admission
Partner Exit
Death and Incapacity
Non-Competition
Confidentiality
Intellectual Property
Financial Reporting
Bank Accounts
Partnership Assets
Partner Loans
Default Events
Termination
Dissolution
Dispute Resolution
Force Majeure
Notices
Amendment
Assignment
Severability
Entire Agreement
Governing Law
Jurisdiction
Professional Services
Real Estate
Retail and Trading
Construction
Technology and Software
Healthcare Services
Consulting
Manufacturing
Agriculture
Financial Services
Creative Industries
Hospitality
Legal
Corporate Governance
Finance
Executive Leadership
Business Development
Compliance
Operations
Company Secretariat
Risk Management
Partnership Management
Managing Partner
Chief Executive Officer
Business Owner
Corporate Lawyer
Legal Counsel
Chief Financial Officer
Business Development Director
Company Secretary
Finance Director
Compliance Officer
Partnership Manager
Operations Director
Professional Services Partner
Founding Partner
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