Partnership Exit Agreement Template for Indonesia

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Key Requirements PROMPT example:

Partnership Exit Agreement

"I need a Partnership Exit Agreement for my law firm in Jakarta, where I'm leaving as a senior partner on March 1, 2025, and need strong client confidentiality and non-compete provisions due to my plans to start a new practice."

Document background

The Partnership Exit Agreement is a vital legal instrument used when a partner decides to leave or is required to exit a partnership structure in Indonesia. This document becomes necessary in various scenarios, including retirement, career changes, disagreements between partners, or strategic restructuring of the business. The agreement must comply with Indonesian Civil Code (KUHPerdata) requirements and relevant business regulations, particularly Articles 1618-1652 governing partnerships. It encompasses crucial elements such as partnership interest valuation, payment terms, confidentiality obligations, non-compete provisions, and liability releases. The document serves to protect both the exiting partner and the remaining partners while ensuring a smooth transition that maintains business continuity and minimizes potential disputes.

Suggested Sections

1. Parties: Identification of all partners, including the exiting partner and remaining partners

2. Background: Context of the partnership and reasons for the exit

3. Definitions: Key terms used throughout the agreement

4. Exit Date: Specific date when the partner's exit becomes effective

5. Partnership Interest Valuation: Agreed method and final valuation of the exiting partner's interest

6. Payment Terms: Structure, timing, and method of payment for the partner's interest

7. Release of Liabilities: Mutual release of obligations and liabilities between parties

8. Confidentiality Obligations: Ongoing confidentiality requirements for the exiting partner

9. Non-Compete and Non-Solicitation: Restrictions on the exiting partner's future business activities

10. Return of Property: Process for returning partnership property and documents

11. Announcements and Communications: Agreed approach to announcing the exit to stakeholders

12. Governing Law and Jurisdiction: Specification of Indonesian law and relevant jurisdiction

13. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc

Optional Sections

1. Intellectual Property Rights: Required if the exiting partner has contributed to or owns IP rights

2. Ongoing Projects Handover: Needed if the exiting partner is involved in incomplete projects

3. Client Relationships: Required if the exiting partner has significant client relationships

4. Outstanding Loans: Necessary if there are partner loans to be settled

5. Dispute Resolution: Detailed dispute resolution procedures if higher risk of conflicts

6. Tax Indemnities: Specific tax-related provisions if complex tax implications exist

7. Employee Matters: Required if the exiting partner has direct reports or staff relationships

8. Insurance and Indemnification: Needed if ongoing insurance or indemnity obligations exist

Suggested Schedules

1. Schedule 1 - Partnership Interest Calculation: Detailed calculation of the partnership interest value

2. Schedule 2 - Payment Schedule: Detailed payment terms and installment schedule if applicable

3. Schedule 3 - Partnership Assets: List of partnership assets and their allocation

4. Schedule 4 - Client List: List of clients and agreed handling post-exit

5. Schedule 5 - Outstanding Liabilities: List of all liabilities and their treatment

6. Schedule 6 - Confidential Information: Detailed list of what constitutes confidential information

7. Appendix A - Original Partnership Agreement: Copy of the original partnership agreement

8. Appendix B - Resignation Letter: Formal resignation letter from the exiting partner

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Legal Services

Professional Services

Accounting

Management Consulting

Architecture

Engineering

Medical Practices

Real Estate

Information Technology

Creative Agencies

Trading Companies

Manufacturing

Construction

Retail

Food and Beverage

Agriculture

Relevant Teams

Legal

Finance

Corporate Secretariat

Human Resources

Compliance

Risk Management

Operations

Business Development

Administration

Management

Relevant Roles

Managing Partner

Senior Partner

Partner

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Corporate Secretary

Business Development Director

Finance Director

Managing Director

Operations Director

Human Resources Director

Compliance Officer

Risk Manager

Partnership Administrator

Business Manager

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