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1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of partnership formation, property investment objectives, and recitals
3. Definitions: Key terms and their meanings used throughout the agreement
4. Partnership Structure: Legal structure, ownership percentages, capital contributions, and nature of partnership
5. Management and Decision Making: Governance structure, voting rights, and procedures for partnership decisions
6. Financial Provisions: Profit sharing, losses, accounting procedures, and financial reporting requirements
7. Property Management: Property acquisition, disposal, maintenance responsibilities, and management procedures
8. Bank Accounts: Banking arrangements and authorized signatories
9. Duration and Termination: Term of partnership and circumstances for termination
10. General Provisions: Standard boilerplate clauses including notices, governing law, and dispute resolution
1. Exit Provisions: Detailed procedures for partner withdrawal, retirement, or expulsion from the partnership
2. Development Rights: Specific provisions relating to property development activities and responsibilities
3. Borrowing Powers: Terms and conditions for obtaining financing and creating charges over partnership assets
4. Death and Incapacity: Procedures to follow in case of death or incapacity of a partner
5. Non-Competition: Restrictions on partners engaging in competing property ventures
1. Schedule 1 - Properties: Detailed list and description of properties owned by the partnership
2. Schedule 2 - Capital Contributions: Detailed breakdown of initial and subsequent capital contributions by each partner
3. Schedule 3 - Management Procedures: Detailed operational procedures and management protocols
4. Schedule 4 - Valuation Methodology: Agreed methods and procedures for property valuation
5. Schedule 5 - Profit Sharing Ratios: Detailed breakdown of profit and loss sharing arrangements between partners
Business Day
Capital Account
Capital Contribution
Commencement Date
Completion
Confidential Information
Default Event
Deed of Adherence
Encumbrance
Financial Year
Initial Capital
Investment Property
Management Committee
Net Income
Operating Expenses
Partner
Partnership
Partnership Assets
Partnership Business
Partnership Interest
Partnership Property
Profit and Loss Account
Property Management Services
Quarter
Reserved Matters
Transfer
Valuation
Withdrawal Notice
Working Capital
Partnership Formation
Term and Duration
Capital Contributions
Partnership Property
Management and Control
Decision Making
Profit and Loss Distribution
Banking and Financial Matters
Accounting and Records
Property Management
Transfer of Interests
Admission of New Partners
Retirement and Withdrawal
Default Events
Termination
Dissolution
Confidentiality
Non-Competition
Notices
Insurance
Debt and Security
Property Maintenance
Development Rights
Dispute Resolution
Force Majeure
Amendments
Governing Law
Waiver
Severability
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