Limited Partnership Purchase Agreement for India

Limited Partnership Purchase Agreement Template for India

A comprehensive legal agreement governed by Indian law that documents the sale and purchase of an interest in a limited partnership. The agreement outlines the terms and conditions of the transfer, including purchase price, representations and warranties, conditions precedent, and completion mechanics. It ensures compliance with the Indian Partnership Act, 1932, and other relevant Indian legislation while protecting the interests of all parties involved. The document addresses key aspects such as regulatory requirements, tax implications, and necessary partner consents, particularly considering Indian partnership law requirements and local business practices.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Limited Partnership Purchase Agreement

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc

What is a Limited Partnership Purchase Agreement?

The Limited Partnership Purchase Agreement is a crucial document used in Indian business transactions when transferring ownership interests in a limited partnership. It is essential when a limited partner wishes to sell their partnership interest to a new investor or existing partner. The agreement must comply with Indian partnership laws, particularly the Indian Partnership Act, 1932, and address specific requirements for transfer of partnership interests under Indian law. It typically includes detailed provisions on valuation, payment terms, representations and warranties, conditions precedent, and completion mechanics. The document is particularly important as it helps ensure a smooth transition of ownership while protecting all parties' interests and maintaining the partnership's operational continuity. Given India's complex regulatory environment, special attention is paid to compliance requirements, tax implications, and necessary governmental or regulatory approvals.

What sections should be included in a Limited Partnership Purchase Agreement?

1. Parties: Identification of the seller(s), purchaser(s), and the partnership entity

2. Background: Context of the transaction and current partnership structure

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Sale and Purchase of Partnership Interest: Core transaction terms including the partnership interest being sold

5. Purchase Price: Price, payment terms, and any adjustments

6. Conditions Precedent: Conditions that must be satisfied before completion

7. Pre-Completion Obligations: Obligations of parties between signing and completion

8. Completion: Mechanics of closing, including deliverables and timing

9. Representations and Warranties: Statements of fact and assurances from both parties

10. Tax Matters: Tax obligations, indemnities, and allocations

11. Confidentiality: Confidentiality obligations regarding the transaction and partnership information

12. Notices: Process for formal communications between parties

13. Governing Law and Jurisdiction: Applicable law and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including amendments, waivers, etc.

What sections are optional to include in a Limited Partnership Purchase Agreement?

1. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

2. Regulatory Approvals: Required when specific regulatory clearances are needed

3. Non-Competition: Restrictions on seller's future business activities

4. Transition Services: When seller agrees to provide post-completion support

5. Foreign Investment Compliance: Required for international investors

6. Bank Guarantee/Escrow: When additional payment security is required

7. Tag-Along/Drag-Along Rights: For agreements involving multiple partners

8. Environmental Matters: For partnerships involving industrial or real estate assets

9. Employee Matters: When partnership has significant employee considerations

What schedules should be included in a Limited Partnership Purchase Agreement?

1. Partnership Interest Details: Detailed description of the partnership interest being transferred

2. Partnership Assets: List of material assets owned by the partnership

3. Completion Deliverables: List of documents and items to be delivered at completion

4. Warranties: Detailed warranties given by the seller

5. Encumbrances: List of existing charges or encumbrances on the partnership interest

6. Existing Partner Consents: Copies of required consents from other partners

7. Outstanding Liabilities: List of partnership's material liabilities

8. Regulatory Filings: Forms and documents required for regulatory compliance

9. Property Schedule: Details of partnership's real estate holdings if applicable

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

Jurisdiction

India

Publisher

Genie AI

Cost

Free to use
Clauses
Relevant Industries

Real Estate

Private Equity

Manufacturing

Infrastructure

Technology

Healthcare

Hospitality

Retail

Agriculture

Professional Services

Energy

Transportation

Financial Services

Construction

Media and Entertainment

Relevant Teams

Legal

Finance

Corporate Development

Compliance

Tax

Risk Management

Investment

Business Development

Operations

Corporate Secretarial

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Legal Director

Partnership Manager

Investment Manager

Corporate Lawyer

Finance Director

Business Development Manager

Compliance Officer

Tax Manager

Managing Partner

Private Equity Manager

Risk Manager

Company Secretary

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Non Profit Organization Partnership Agreement

A partnership agreement between non-profit organizations under Indian law, establishing terms for collaboration and shared charitable objectives.

find out more

Model Partnership Agreement

A standardized partnership agreement template compliant with Indian law, establishing terms and conditions for business partnerships.

find out more

Memorandum Of Understanding For Partnership

An Indian law-compliant preliminary agreement outlining key terms and conditions for establishing a business partnership, serving as a precursor to a formal Partnership Deed.

find out more

Law Firm Partnership Deed

An Indian law-governed partnership agreement that establishes and regulates a law firm's structure, operations, and partner relationships.

find out more

General Partnership Deed

A legal document under Indian law establishing a partnership between two or more persons to conduct business together and share profits.

find out more

Agreement For Partnership Deed

An Indian law-compliant legal document that establishes and governs a business partnership, defining partners' rights, duties, and operational framework.

find out more

Software Implementation Partner Agreement

An Indian law-governed agreement detailing terms and conditions for software implementation services between an implementation partner and client organization.

find out more

Sleeping Partnership Agreement

An Indian law-governed agreement establishing a partnership where certain partners contribute capital without participating in business operations.

find out more

Sleeping Partner Partnership Deed

An Indian law-governed partnership deed establishing the rights and obligations of sleeping (non-managing) and active partners in a business venture.

find out more

Referral Partnership Agreement

An Indian law-governed agreement establishing terms and conditions for business referral partnerships, including commission structures and operational procedures.

find out more

Realtor Partnership Agreement

An Indian law-governed agreement establishing a partnership between real estate professionals, ensuring RERA compliance and detailing operational framework.

find out more

Real Estate Joint Venture Proposal

An Indian law-governed proposal document outlining terms and conditions for a real estate development joint venture, including project specifications, financial arrangements, and regulatory compliance requirements.

find out more

Proposal For Joint Venture Letter

A formal business letter used in India to propose and initiate discussions for a potential joint venture partnership, outlining preliminary terms and structure under Indian law.

find out more

Petrol Pump Partnership Agreement

An Indian law-governed agreement establishing a partnership for operating a petrol pump business, detailing operational, financial, and regulatory requirements.

find out more

Partnership Deed For Transport Business

An Indian law-governed partnership agreement establishing a transport business venture, detailing partner rights, responsibilities, and operational procedures.

find out more

Partnership Deed For Petrol Pump

An Indian law-governed partnership agreement for establishing and operating a petrol pump business, outlining partner rights, responsibilities, and operational procedures.

find out more

Partnership Deed For LLP

An Indian legal document establishing the terms and conditions between partners in a Limited Liability Partnership (LLP), governed by the LLP Act, 2008.

find out more

Partnership Deed For Film Production

An Indian law-governed partnership agreement for film production ventures, detailing partner rights, responsibilities, and profit-sharing arrangements.

find out more

Partnership Deed Construction Business

A legal agreement under Indian law establishing a partnership for construction business operations, defining partner relationships and business terms.

find out more

Partnership Deed Between Three Partners

An Indian law-governed agreement establishing a three-partner business partnership, defining rights, responsibilities, and operational framework under the Indian Partnership Act, 1932.

find out more

Partnership Agreement Proposal

A formal proposal for establishing a business partnership under Indian law, outlining key terms and conditions for potential partners' consideration.

find out more

Private Limited Company Partnership Agreement

An Indian law-governed agreement establishing partnership terms and conditions between shareholders in a private limited company, outlining rights, responsibilities, and operational framework.

find out more

Partnership Agreement For Hotel Business

An Indian law-governed agreement establishing a partnership structure for hotel business operations, including operational, financial, and management provisions.

find out more

Technology Partner Agreement

An Indian law-governed agreement establishing terms and conditions for technology service partnerships between providers and client organizations.

find out more

Venture Capital Partnership Agreement

An Indian law-governed agreement establishing a venture capital partnership structure, defining relationships between fund managers and investors while ensuring regulatory compliance.

find out more

Non Binding Partnership Agreement

A preliminary agreement under Indian law that outlines proposed partnership terms while maintaining a non-binding status, allowing parties to negotiate and explore collaboration possibilities.

find out more

Letter For Partnership Agreement

An Indian legal document establishing a partnership arrangement between parties, outlining key terms and conditions under Indian Partnership Act requirements.

find out more

Salon Business Partnership Agreement

An Indian law-governed agreement establishing a partnership structure for operating a salon business, including operational, financial, and regulatory terms.

find out more

Rent Agreement For Partnership Firm

An Indian law-governed rental agreement specifically designed for partnership firms leasing property for business purposes, incorporating partnership-specific legal requirements and standard rental terms.

find out more

Partnership Deed For Real Estate Business

An Indian law-governed partnership deed establishing terms and conditions for a real estate business partnership, incorporating RERA compliance requirements.

find out more

Reseller Agreement For Software Products

An Indian law-governed agreement establishing terms for software distribution through authorized resellers, including licensing, sales rights, and operational requirements.

find out more

Real Estate Agent Partnership Agreement

An Indian law-governed agreement establishing a partnership between real estate agents/firms, ensuring RERA compliance and defining operational framework.

find out more

Partnership Deed For Hotel Business

A legal agreement under Indian law establishing a partnership structure for hotel business operations, defining partner relationships and business management terms.

find out more

Authorized Reseller Agreement

An Indian law-governed agreement establishing terms and conditions between a manufacturer/principal and authorized reseller for product distribution and resale.

find out more

Joint Venture Proposal

An Indian law-governed proposal document outlining the key terms and structure of a proposed joint venture between multiple parties, serving as the foundation for detailed negotiations.

find out more

Short Partnership Agreement

A concise partnership agreement template compliant with Indian law, establishing core terms and conditions for business partnerships.

find out more

Social Media Partnership Agreement

An Indian law-governed agreement establishing terms and conditions for social media partnerships, including content creation, compliance, and commercial terms.

find out more

Partnership Deed

An Indian law-governed agreement establishing a partnership between two or more parties, defining their rights, responsibilities, and business relationship under the Indian Partnership Act, 1932.

find out more

Online Business Partnership Agreement

An Indian law-governed agreement establishing partnership terms for online business operations, including digital assets, operations, and compliance requirements.

find out more

Buy Sell Agreement Between Business Partners

An Indian law-governed agreement establishing terms for transfer of business ownership interests between partners, including valuation and execution procedures.

find out more
See more related templates

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it

2 Docs LeftAccess Now