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1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of the partnership formation and partners' intention to cooperate
3. Definitions: Key terms used throughout the agreement
4. Partnership Formation and Purpose: Declaration of partnership formation, business purpose, and main objectives
5. Duration: Term of the partnership (fixed term or indefinite)
6. Capital Contributions: Initial and subsequent capital contributions by partners
7. Profit and Loss Sharing: Distribution of profits and allocation of losses among partners
8. Management and Decision Making: Partnership management structure and voting rights
9. Partners' Rights and Obligations: Core responsibilities and rights of all partners
10. Banking and Financial Records: Management of partnership finances and accounting requirements
11. Admission of New Partners: Process and conditions for admitting new partners
12. Withdrawal and Retirement: Procedures for partner withdrawal or retirement
13. Termination: Circumstances and procedures for partnership termination
14. Governing Law: Confirmation of German law application and jurisdiction
1. Non-Competition: Restrictions on partners' competing activities, used when partners have other business interests
2. Intellectual Property Rights: IP ownership and usage rights, important for partnerships involving creative or technical work
3. Insurance: Required insurance coverage, relevant for high-risk activities or regulated sectors
4. Confidentiality: Protection of partnership's confidential information, important for partnerships with sensitive information
5. Alternative Dispute Resolution: Mediation or arbitration procedures, useful for partners wanting to avoid court proceedings
6. Force Majeure: Provisions for extraordinary events, relevant in uncertain business environments
1. Schedule 1 - Initial Capital Contributions: Detailed list of each partner's initial capital contributions (monetary and non-monetary)
2. Schedule 2 - Business Plan: Initial business plan and strategy of the partnership
3. Schedule 3 - Partner Contact Details: Complete contact information for all partners
4. Schedule 4 - Asset Register: List of partnership assets and their ownership status
5. Schedule 5 - Special Voting Rights: Any special voting or veto rights agreed among partners
6. Appendix A - Partnership Bank Account Details: Banking information and authorized signatories
Business Day
Business Plan
Capital Account
Capital Contribution
Confidential Information
Default Event
Effective Date
Financial Year
Force Majeure Event
GbR
Initial Capital
Intellectual Property Rights
Management Committee
Managing Partner
Net Profit
Net Loss
Partnership
Partnership Assets
Partnership Business
Partnership Interest
Partner
Profit Share
Registered Office
Reserved Matters
Special Resolution
Term
Territory
Transfer
Withdrawal Notice
Partnership Purpose
Duration
Capital Contributions
Profit and Loss Sharing
Management Rights
Voting Rights
Partner Obligations
Banking Arrangements
Accounting and Records
Confidentiality
Non-Competition
Intellectual Property
Decision Making
Partner Meetings
New Partners Admission
Transfer Restrictions
Partner Withdrawal
Partner Death
Partnership Dissolution
Force Majeure
Dispute Resolution
Governing Law
Notices
Termination
Asset Distribution
Amendments
Severability
Entire Agreement
Further Assurance
Professional Services
Consulting
Real Estate
Creative Industries
Healthcare
Technology
Construction
Education
Retail
Agriculture
Hospitality
Legal Services
Architecture
Entertainment
Legal
Corporate Affairs
Business Development
Finance
Risk Management
Compliance
Corporate Governance
Operations
Administration
Partnership Management
Business Owner
Managing Partner
Legal Counsel
Business Development Manager
Entrepreneur
Freelance Professional
Partnership Manager
Chief Executive Officer
Chief Financial Officer
Company Secretary
Contract Manager
Risk Manager
Business Advisor
Professional Services Provider
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