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1. Parties: Identification of all parties entering into the agreement, including their legal status and registration details
2. Background: Context of the agreement, including brief description of the restaurant business and purpose of the profit sharing arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Profit', 'Revenue', 'Operating Expenses', etc.
4. Term and Commencement: Duration of the agreement and conditions for commencement
5. Profit Sharing Structure: Core terms defining how profits will be calculated and distributed between parties
6. Financial Records and Reporting: Requirements for maintaining financial records, conducting audits, and regular financial reporting
7. Management and Operations: Roles and responsibilities in restaurant management and operational decision-making
8. Rights and Obligations: Specific rights and obligations of each party under the agreement
9. Confidentiality: Provisions regarding handling of confidential information and trade secrets
10. Termination: Conditions and procedures for terminating the agreement
11. Dispute Resolution: Procedures for resolving disputes between parties
12. Governing Law: Specification of Malaysian law as governing law and jurisdiction
1. Intellectual Property: Required when the agreement involves sharing or using branded concepts, recipes, or other IP
2. Non-Compete: Optional restrictions on parties engaging in competing businesses
3. Insurance: Specific insurance requirements if not covered in operational obligations
4. Transfer of Rights: Procedures for transferring rights under the agreement, if permitted
5. Force Majeure: Provisions for handling unforeseen circumstances affecting business operations
6. Employee Matters: Required when profit sharing affects employee arrangements or management
7. Marketing and Branding: Needed when the agreement includes specific marketing responsibilities or brand usage rights
1. Schedule 1: Profit Calculation Method: Detailed methodology for calculating distributable profits
2. Schedule 2: Financial Reporting Template: Standard format for regular financial reports
3. Schedule 3: Operating Expenses: Comprehensive list of permitted operating expenses
4. Schedule 4: Management Structure: Detailed outline of management roles and reporting lines
5. Schedule 5: Key Performance Indicators: Metrics for measuring business performance
6. Appendix A: Restaurant Premises Details: Specific information about the restaurant location and facilities
7. Appendix B: Required Licenses and Permits: List of necessary operational licenses and permits
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