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1. Parties: Details of all partnership members and their status
2. Background: Context and purpose of the partnership arrangement
3. Definitions: Key terms used throughout the agreement
4. Partnership Structure: Legal form and nature of partnership
5. Capital Contributions: Initial and ongoing capital requirements
6. Profit and Loss Sharing: Distribution mechanisms and ratios
7. Management and Decision Making: Governance structure and voting rights
8. Duration and Termination: Term of partnership and exit provisions
1. Intellectual Property Rights: IP ownership and licensing arrangements - include when IP is material to partnership activities
2. Non-Compete Provisions: Restrictions on competitive activities - include when partners may have competing interests
3. International Operations: Cross-border considerations - include for partnerships operating in multiple jurisdictions
1. Schedule 1: Initial Capital Contributions: Detailed breakdown of partners' initial investments
2. Schedule 2: Business Plan: Initial business strategy and objectives
3. Schedule 3: Partner Information: Detailed information about each partner
4. Schedule 4: Operating Procedures: Day-to-day management protocols
5. Appendix A: Financial Procedures: Accounting policies and financial management
6. Appendix B: Dispute Resolution Procedures: Process for handling disagreements
Additional Partners
Affiliate
Agreement
Background IP
Business
Business Day
Business Plan
Capital Account
Capital Contribution
Commencement Date
Confidential Information
Control
Default Event
Defaulting Partner
Dispute
Distribution
Effective Date
Encumbrance
Financial Year
Force Majeure Event
Framework
Good Industry Practice
Gross Income
Initial Capital Contribution
Initial Partners
Initial Term
Insolvency Event
Intellectual Property Rights
Key Personnel
Law
Management Board
Material Breach
Net Income
Operating Costs
Partnership
Partnership Assets
Partnership Interest
Partnership Share
Professional Advisers
Profit Share
Project
Project Agreement
Quarter
Regulatory Requirements
Related Party
Reserved Matters
Services
Termination Date
Territory
Working Capital
Partnership Formation
Duration
Business of the Partnership
Capital Contributions
Additional Capital
Partnership Interests
Profit and Loss Sharing
Distributions
Management and Decision Making
Reserved Matters
Partner Obligations
Financial Matters
Banking Arrangements
Accounting and Records
Tax Matters
Intellectual Property
Confidentiality
Non-Competition
Non-Solicitation
Insurance
Data Protection
Anti-Bribery and Corruption
Force Majeure
Default
Withdrawal
Expulsion
Transfer of Partnership Interests
Admission of New Partners
Termination
Consequences of Termination
Dispute Resolution
Notices
Assignment
Entire Agreement
Variation
Waiver
Severability
Third Party Rights
Governing Law
Jurisdiction
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