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1. Parties: Identification of all partners, including full legal names, addresses, and contact information
2. Background: Brief context of why the partnership is being formed and the general intent of the parties
3. Definitions: Key terms used throughout the agreement
4. Partnership Formation: Declaration of partnership, business name, and commencement date
5. Nature of Business: Description of the partnership's business activities and scope
6. Capital Contributions: Initial and ongoing capital contributions of each partner
7. Profit and Loss Sharing: How profits and losses will be distributed among partners
8. Management and Decision Making: Day-to-day management responsibilities and how decisions will be made
9. Banking and Financial Records: Banking arrangements and requirements for maintaining financial records
10. Partner Duties and Obligations: General responsibilities and expectations of partners
11. Withdrawal and Dissolution: Process for partner withdrawal and partnership dissolution
12. Dispute Resolution: Process for resolving disagreements between partners
13. Governing Law: Specification that the agreement is governed by Canadian law
1. Non-Competition: Restrictions on partners competing with the partnership, used when intellectual property or client relationships are crucial
2. Intellectual Property: Ownership and use of IP created during the partnership, important for creative or technical businesses
3. Insurance: Requirements for business insurance, relevant for higher-risk activities
4. Additional Capital Calls: Process for requesting additional capital from partners, useful for businesses anticipating future capital needs
5. Partner Meetings: Structure and frequency of partner meetings, helpful for larger partnerships
6. Admission of New Partners: Process for adding new partners, relevant if expansion is anticipated
7. Death or Incapacity: Procedures following death or incapacity of a partner, important for longer-term partnerships
8. Assignment and Transfer: Rules for transferring partnership interests, useful for partnerships with anticipated ownership changes
1. Schedule A - Initial Capital Contributions: Detailed breakdown of each partner's initial capital contributions, including valuations of non-cash contributions
2. Schedule B - Partner Contact Information: Detailed contact information and addresses for service for all partners
3. Schedule C - Business Plan: Initial business plan or outline of business operations
4. Schedule D - Asset Register: List of partnership assets and their ownership status
5. Schedule E - Profit Sharing Formula: Detailed calculations for profit and loss distribution if complex arrangements exist
Business
Business Day
Capital Account
Capital Contribution
Confidential Information
Default Event
Effective Date
Fiscal Year
Initial Capital Contribution
Intellectual Property
Net Profits
Net Losses
Partnership
Partnership Assets
Partnership Interest
Partners
Partnership Property
Place of Business
Profit Share
Term
Territory
Withdrawal Notice
Working Capital
Definitions
Partnership Purpose
Term and Duration
Capital Contributions
Profit and Loss Distribution
Management Rights
Decision Making
Banking and Financial Matters
Partner Duties
Confidentiality
Non-Competition
Intellectual Property
Partnership Property
Records and Accounting
Tax Matters
Insurance
Partner Meetings
Transfer Restrictions
Addition of Partners
Withdrawal and Retirement
Death or Incapacity
Termination
Dissolution
Dispute Resolution
Notices
Force Majeure
Severability
Entire Agreement
Governing Law
Amendment
Professional Services
Consulting
Creative Industries
Retail
Food and Beverage
Technology
Real Estate
Construction
Healthcare Services
Education and Training
Agriculture
Digital Services
Entertainment
Personal Services
Legal
Business Development
Operations
Finance
Compliance
Corporate Services
Risk Management
Strategy
Administration
Business Owner
Entrepreneur
Small Business Consultant
Legal Counsel
Business Development Manager
Professional Practitioner
Startup Founder
Managing Partner
Business Advisor
Operations Manager
Financial Controller
Project Manager
Independent Contractor
Creative Director
Professional Services Provider
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