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1. Parties: Identification and details of all joint venture parties
2. Background: History of the joint venture and reasons for dissolution
3. Definitions: Key terms used throughout the agreement
4. Effective Date: When the dissolution takes effect
5. Asset Distribution: How assets will be divided between parties
6. Liabilities Settlement: Treatment of existing liabilities and debts
7. Mutual Release: Parties' release from obligations under original JV agreement
1. Employee Arrangements: Used when employees need to be transferred or made redundant
2. IP Rights Distribution: Required when intellectual property needs to be divided
3. Non-Compete Provisions: Used when parties wish to restrict future competition
4. Tax Arrangements: Required for complex tax implications
1. Asset Schedule: Detailed list of all JV assets and their allocation
2. Liability Schedule: List of all outstanding liabilities and responsible parties
3. IP Rights Schedule: Details of intellectual property division
4. Employee Transfer Schedule: List of employees and their destinations
5. Settlement Payments Schedule: Details of any financial settlements between parties
Approved Bank
Assets
Business
Business Day
Completion
Completion Date
Confidential Information
Dissolution Date
Effective Date
Encumbrance
Governmental Authority
Initial JV Agreement
Intellectual Property Rights
Joint Venture
JV Company
JV Territory
Liabilities
Original Parties
Parent Companies
Parties
Representatives
Relevant Employees
Remaining Assets
Reserved Matters
Settlement Amount
Shareholders
Shares
Surviving Provisions
Tax
Third Party Rights
Transaction Documents
Transfer
TUPE
Working Capital
Termination of Joint Venture
Asset Distribution
Liability Allocation
Settlement Payments
Employee Transfers
Intellectual Property Rights
Confidentiality
Non-Compete
Non-Solicitation
Mutual Release and Discharge
Representations and Warranties
Tax Matters
Costs and Expenses
Further Assurance
Assignment
Third Party Rights
Notices
Surviving Provisions
Entire Agreement
Severability
Waiver
Variation
Counterparts
Governing Law
Dispute Resolution
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