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1. Parties: Identification and details of the partners entering into the agreement
2. Background: Context of the partnership formation and the parties' intention to collaborate
3. Definitions: Key terms used throughout the agreement and their specific meanings
4. Partnership Formation: Formal establishment of the partnership, its name, and commencement date
5. Purpose and Business Activities: Defined scope and objectives of the partnership business
6. Capital Contributions: Initial and ongoing capital contributions from each partner
7. Profit and Loss Distribution: 60/40 profit-sharing arrangement and loss allocation mechanics
8. Management and Decision Making: Partnership governance structure and decision-making processes
9. Partners' Rights and Obligations: Core responsibilities and rights of each partner
10. Financial Administration: Accounting practices, financial reporting, and record-keeping requirements
11. Banking and Financial Matters: Banking arrangements and financial operations procedures
12. Partnership Property: Ownership and management of partnership assets
13. Term and Termination: Duration of partnership and conditions for termination
14. Exit Provisions: Procedures for partner withdrawal or exit
15. Dispute Resolution: Process for resolving disagreements between partners
16. Governing Law: Specification of Dutch law as governing law and jurisdiction
17. General Provisions: Standard legal clauses including notices, amendments, and severability
1. Non-Competition: Restrictions on partners engaging in competing businesses - include when partners have other business interests
2. Intellectual Property Rights: IP ownership and usage rights - include when the partnership involves creation or use of intellectual property
3. Insurance: Required insurance coverage - include when business activities require specific insurance
4. Employee Management: Procedures for hiring and managing employees - include when the partnership plans to have employees
5. International Operations: Provisions for international business activities - include when operating across borders
6. Partnership Expansion: Procedures for admitting new partners - include when future expansion is contemplated
7. Retirement Provisions: Specific arrangements for partner retirement - include for long-term partnerships
8. Death and Incapacity: Procedures in case of death or incapacity of partners - include based on partners' preferences
1. Schedule 1 - Initial Capital Contributions: Detailed list of each partner's initial capital contributions, including valuations
2. Schedule 2 - Business Plan: Initial business plan and strategic objectives
3. Schedule 3 - Banking Arrangements: Details of partnership bank accounts and authorized signatories
4. Schedule 4 - Accounting Policies: Specific accounting principles and procedures to be followed
5. Schedule 5 - Property Schedule: List of partnership properties and assets
6. Appendix A - Partner Contact Details: Complete contact information for all partners
7. Appendix B - Management Procedures: Detailed management and decision-making procedures
8. Appendix C - Financial Reporting Templates: Standard templates for financial reporting
Applicable Law
Business
Business Day
Business Plan
Capital Account
Capital Contribution
Commencement Date
Confidential Information
Default Event
Defaulting Partner
Distribution
Dutch Civil Code
Effective Date
Financial Year
Force Majeure
Intellectual Property Rights
Management Committee
Managing Partner
Material Breach
Net Profit
Net Loss
Ordinary Resolution
Partner
Partnership
Partnership Assets
Partnership Interest
Partnership Property
Profit Share
Profit and Loss Account
Quarterly Period
Reserved Matters
Special Resolution
Territory
Transfer
Valuation
Winding Up
Partnership Formation
Term and Duration
Capital Contributions
Profit and Loss Distribution
Management Rights
Decision Making
Partner Obligations
Financial Administration
Banking Arrangements
Partnership Property
Intellectual Property
Confidentiality
Non-Competition
Transfer Restrictions
Admission of New Partners
Partner Exit
Death and Incapacity
Default Events
Force Majeure
Termination
Dissolution
Buy-Out Rights
Dispute Resolution
Governing Law
Notices
Amendment
Assignment
Severability
Entire Agreement
Third Party Rights
Professional Services
Consulting
Real Estate
Technology
Healthcare
Retail
Manufacturing
Creative Industries
Agriculture
Construction
Financial Services
Food and Beverage
Education
Environmental Services
Media and Entertainment
Legal
Finance
Corporate Development
Business Development
Executive Leadership
Operations
Commercial
Risk Management
Compliance
Strategic Planning
Business Owner
Managing Partner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Business Development Manager
Company Director
Entrepreneur
Investment Manager
Corporate Lawyer
Partnership Manager
Operations Director
Finance Director
Commercial Director
General Counsel
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