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1. Parties: Identification of all parties to the joint venture and termination agreement
2. Background: Recitals explaining the existing joint venture and reasons for termination
3. Definitions: Definitions of key terms used throughout the agreement
4. Termination and Effective Date: Specific provisions regarding the termination of the joint venture and when it becomes effective
5. Settlement of Accounts: Provisions for final accounting, payment of liabilities, and distribution of assets
6. Transfer of Assets and Interests: Details of how joint venture assets and interests will be transferred or divided
7. Mutual Release: Release of claims between parties related to the joint venture
8. Confidentiality: Ongoing obligations regarding confidential information
9. Intellectual Property Rights: Allocation and future use of intellectual property
10. Outstanding Obligations: Treatment of ongoing contracts, warranties, and liabilities
11. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for disputes
12. Execution: Signature blocks and execution formalities
1. Employee Matters: Required if there are employees affected by the termination, addressing transfer or termination of employment
2. Tax Provisions: Required if there are specific tax implications or arrangements that need to be addressed
3. Non-Compete Provisions: Optional section for restrictions on future competitive activities
4. Public Announcements: Required if either party is public listed or if public communications need to be coordinated
5. Dispute Resolution: Optional detailed dispute resolution procedures beyond standard jurisdiction clause
6. Survival Clauses: Optional section specifying which provisions survive termination
7. Third Party Consents: Required if termination requires consent from external parties
8. Foreign Investment Provisions: Required if foreign investment approvals are needed for termination
1. Schedule 1 - Asset Register: Complete list of joint venture assets and their agreed disposition
2. Schedule 2 - Settlement Statement: Detailed financial settlement including payments and adjustments
3. Schedule 3 - Intellectual Property Register: List of IP rights and their allocation post-termination
4. Schedule 4 - Outstanding Contracts: List of ongoing contracts and their treatment
5. Schedule 5 - Employee Transfer List: Details of employees and their destination post-termination
6. Schedule 6 - Completion Obligations: Checklist of actions required to complete the termination
7. Schedule 7 - Form of Public Announcement: Template for any required public communications
8. Schedule 8 - Required Consents: List of third-party consents required for termination
Assets
Board
Business
Business Day
Completion
Completion Date
Confidential Information
Effective Date
Encumbrance
Guarantor
Intellectual Property Rights
Joint Venture Agreement
Joint Venture Company
Liabilities
License
Material Contracts
Outstanding Obligations
Parent Company
Parties
Regulatory Authority
Settlement Amount
Settlement Statement
Shareholders
Termination Notice
Transfer Documents
Transition Period
Working Capital
Asset Transfer
Settlement of Accounts
Payment
Mutual Release
Confidentiality
Non-Compete
Non-Solicitation
Intellectual Property
Employee Matters
Assignment
Indemnification
Warranties
Third Party Rights
Regulatory Compliance
Public Announcements
Dispute Resolution
Governing Law
Survival
Force Majeure
Notices
Severability
Entire Agreement
Amendment
Waiver
Further Assurance
Costs
Counterparts
Manufacturing
Technology
Real Estate
Oil and Gas
Infrastructure
Telecommunications
Financial Services
Healthcare
Renewable Energy
Automotive
Agriculture
Mining
Construction
Retail
Hospitality
Legal
Corporate Affairs
Finance
Executive Leadership
Operations
Risk and Compliance
Business Development
Strategy
Corporate Secretariat
Mergers and Acquisitions
Investment
Commercial
Chief Executive Officer
Chief Financial Officer
General Counsel
Legal Director
Corporate Secretary
Managing Director
Business Development Director
Finance Director
Operations Director
Joint Venture Manager
Commercial Director
Risk Manager
Compliance Officer
Corporate Lawyer
In-House Counsel
Board Member
Chief Operating Officer
Investment Manager
Strategy Director
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