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1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of the partnership formation and brief description of the business purpose
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Partnership Formation: Details of partnership establishment, business name, and commencement date
5. Business Purpose: Detailed description of the partnership's business activities and objectives
6. Capital Contributions: Initial and ongoing capital contributions from each partner
7. Profit and Loss Sharing: Detailed arrangements for sharing profits and losses among partners
8. Management and Decision Making: Partnership management structure and decision-making processes
9. Partners' Rights and Obligations: Detailed rights, duties, and responsibilities of all partners
10. Financial Management: Procedures for banking, accounting, and financial record-keeping
11. Partner Drawings and Remuneration: Rules regarding partner withdrawals and any fixed remuneration
12. Meetings and Voting: Procedures for partner meetings and voting mechanisms
13. Books and Records: Requirements for maintaining partnership records and access rights
14. Transfer of Partnership Interest: Rules governing the transfer of partnership interests
15. Termination and Dissolution: Circumstances and procedures for partnership termination
16. Governing Law and Jurisdiction: Specification of Maltese law as governing law and jurisdiction
1. Non-Competition and Confidentiality: Restrictions on partners' competitive activities and confidentiality obligations, used when intellectual property or trade secrets are involved
2. Intellectual Property Rights: Provisions regarding ownership and use of IP, needed when the partnership involves creation or use of intellectual property
3. Insurance: Requirements for business insurance coverage, important for high-risk businesses
4. Death or Incapacity of Partners: Specific provisions for handling partner death or incapacity, crucial for family businesses or long-term partnerships
5. Dispute Resolution: Alternative dispute resolution mechanisms, recommended for complex partnerships or when partners prefer arbitration
6. International Operations: Provisions for international business activities, needed if partnership operates across borders
7. Environmental Compliance: Environmental obligations and commitments, necessary for businesses with environmental impact
1. Schedule 1 - Initial Capital Contributions: Detailed breakdown of each partner's initial capital contributions
2. Schedule 2 - Profit Sharing Ratios: Specific percentages or formulas for profit and loss distribution
3. Schedule 3 - Partner Contact Details: Complete contact information for all partners
4. Schedule 4 - Business Plan: Initial business plan and projections
5. Schedule 5 - Asset Register: List of partnership assets and their agreed values
6. Appendix A - Banking Arrangements: Details of partnership bank accounts and authorized signatories
7. Appendix B - Accounting Policies: Agreed accounting principles and procedures
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