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1. Parties: Identification of all parties to the agreement, including their legal status and registered addresses
2. Background: Context of the agreement, business relationship between parties, and purpose of the profit distribution arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Profits', 'Distribution Period', 'Calculation Date', etc.
4. Profit Calculation: Methodology for calculating distributable profits, including accounting principles and adjustments
5. Distribution Formula: Agreed formula or percentages for profit distribution among parties
6. Payment Terms: Timing, method, and currency of profit distributions
7. Accounting and Records: Requirements for maintaining financial records, audit rights, and reporting obligations
8. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
9. Confidentiality: Obligations regarding confidential information and trade secrets
10. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes
1. Non-Competition: Restrictions on parties engaging in competing business activities, used when parties are also business partners
2. Force Majeure: Provisions for handling unforeseen circumstances affecting profit generation or distribution
3. Tax Provisions: Specific arrangements for handling tax implications of profit distributions, especially for international parties
4. Dispute Resolution: Detailed procedures for resolving disputes, including mediation and arbitration provisions
5. Assignment: Rights and restrictions regarding the transfer of distribution rights to third parties
6. Intellectual Property: IP rights and their relationship to profit generation, when relevant to the business model
7. Management Rights: Provisions regarding management participation and decision-making, if profit sharing is linked to management involvement
1. Profit Calculation Methodology: Detailed steps and formulas for calculating distributable profits
2. List of Parties and Distribution Percentages: Comprehensive list of all parties and their respective profit share percentages
3. Payment Procedures: Detailed procedures for making distributions, including bank account details and payment protocols
4. Accounting Principles: Specific accounting standards and principles to be applied in profit calculations
5. Reporting Templates: Standard templates for financial reports and profit distribution statements
6. Related Agreements: List of related agreements that affect profit calculation or distribution
7. Tax Considerations: Detailed tax implications and procedures for various types of distributions
Agreed Proportion
Business
Business Day
Calculation Date
Confidential Information
Distribution Date
Distribution Period
Distributable Profits
Effective Date
Exceptional Items
Financial Year
Force Majeure Event
Gross Profit
Group
HKD
Hong Kong
Net Profit
Operating Expenses
Parties
Payment Account
Profit Distribution Formula
Profit Share
Quarter
Related Company
Relevant Percentage
Reserved Matters
Revenue
Special Distribution
Subsidiary
Tax
Territory
Working Capital
Definitions
Profit Calculation
Distribution Mechanism
Payment Terms
Accounting and Records
Audit Rights
Tax Provisions
Representations and Warranties
Confidentiality
Term and Duration
Termination
Force Majeure
Assignment
Non-Competition
Dispute Resolution
Governing Law
Notices
Amendment
Entire Agreement
Severability
Waiver
Further Assurance
Costs
Counterparts
Third Party Rights
Management Rights
Reserved Matters
Reporting Requirements
Bank Accounts
Default
Remedies
Professional Services
Financial Services
Investment Management
Real Estate
Technology
Manufacturing
Retail
Family Businesses
Construction
Healthcare
Entertainment
Hospitality
Trading and Distribution
Consulting
Legal
Finance
Accounting
Tax
Treasury
Compliance
Corporate Secretarial
Business Development
Senior Management
Shareholder Relations
Chief Financial Officer
Financial Director
Corporate Lawyer
Managing Partner
Business Development Manager
Investment Manager
Company Secretary
Tax Director
Compliance Officer
Finance Manager
Managing Director
Partnership Manager
Shareholder Relations Manager
Treasury Manager
Accounting Manager
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