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1. Parties: Identification and details of all partners
2. Background: Context and purpose of the partnership contribution agreement
3. Definitions: Key terms used throughout the agreement
4. Contributions: Details of capital, property, or services contributed by each partner
5. Valuation: Agreed value of contributions and valuation methodology
6. Timing: Schedule of when contributions are to be made
7. Partnership Interests: Resulting ownership percentages and voting rights
8. Governing Law: Confirmation of applicable law and jurisdiction
1. Additional Contributions: Framework for future contributions - use when partners anticipate future capital needs
2. Return of Contributions: Conditions for returning contributions - use when partners want specific exit provisions
3. Tax Treatment: Specific tax handling of contributions - use for complex contributions or tax structures
1. Schedule of Contributions: Detailed list of each partner's contributions
2. Valuation Reports: Third-party valuations of non-cash contributions
3. Contribution Timeline: Detailed schedule of when contributions are due
4. Property Descriptions: Detailed descriptions of any property being contributed
Business Day
Capital Account
Capital Contribution
Commencement Date
Completion
Contribution Date
Contributing Partner
Existing Partners
Fair Market Value
In-Kind Contribution
Initial Contribution
Intellectual Property Rights
Non-Cash Contribution
Partners
Partnership
Partnership Assets
Partnership Interest
Partnership Property
Profit Sharing Ratio
Related Persons
Services Contribution
Subscription Amount
Tax
Third Party Rights
Valuation Date
Valuation Method
Valuation Report
Voting Rights
Contributions
Valuation
Payment Terms
Capital Accounts
Partnership Interests
Profit and Loss Allocation
Voting Rights
Additional Contributions
Representations and Warranties
Tax Matters
Confidentiality
Transfer Restrictions
Default
Return of Contributions
Amendment and Modification
Notices
Assignment
Third Party Rights
Severability
Entire Agreement
Counterparts
Governing Law
Dispute Resolution
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