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1. Parties: Identification of all parties involved in the profit sharing arrangement, including their legal status and registration details
2. Background: Context of the agreement, relationship between parties, and purpose of the profit sharing arrangement
3. Definitions: Detailed definitions of key terms, including 'Profits', 'Distribution Period', 'Calculation Method', and other relevant terminology
4. Profit Calculation: Detailed methodology for calculating distributable profits, including applicable accounting standards and adjustments
5. Distribution Formula: Specific formula or method for determining each party's share of profits
6. Payment Terms: Timing, frequency, and method of profit share payments, including any minimum thresholds
7. Accounting and Records: Requirements for maintaining financial records, audit rights, and reporting obligations
8. Tax Provisions: Treatment of tax obligations and responsibilities related to profit distributions
9. Duration and Termination: Term of the agreement and circumstances under which it can be terminated
10. Confidentiality: Provisions regarding the confidentiality of financial information and agreement terms
11. Dispute Resolution: Procedures for resolving disagreements about profit calculations or distributions
12. Governing Law: Specification of Dutch law as governing law and jurisdiction for disputes
1. Employee Participation: Required when profit sharing involves employees, including specific terms for employee eligibility and vesting
2. Intellectual Property: Needed when profits are derived from specific IP assets or when IP rights affect profit calculation
3. Non-Competition: Include when parties need to be restricted from competing activities that could affect profit generation
4. Force Majeure: Optional provisions for handling extraordinary circumstances affecting profit generation or distribution
5. Change of Control: Include when changes in ownership or control of parties should affect profit sharing arrangements
6. Working Capital Adjustments: Required when working capital levels affect profit calculations or distributions
7. Good Leaver/Bad Leaver: Include for agreements involving individual participants where departure circumstances affect profit sharing rights
1. Calculation Methodology: Detailed step-by-step process for calculating distributable profits and individual shares
2. Financial Definitions: Specific accounting terms, formulas, and financial metrics used in profit calculations
3. Distribution Timeline: Annual or periodic schedule of profit assessment and distribution dates
4. Excluded Items: List of items specifically excluded from profit calculations
5. Sample Calculations: Examples of profit calculations and distributions under various scenarios
6. Reporting Template: Standard format for periodic profit reporting and calculations
7. Participant Details: List of all participants and their respective profit sharing percentages
Accounting Period
Applicable Law
Business Day
Confidential Information
Distribution Date
Dutch GAAP
EBITDA
Effective Date
Excluded Items
Financial Year
Force Majeure Event
Gross Profit
Initial Period
Net Profit
Operating Expenses
Participants
Participation Percentage
Payment Date
Profit Pool
Profit Share
Reference Period
Related Party
Relevant Business
Revenue
Share
Termination Date
Territory
Threshold Amount
Working Capital
Working Day
Profit Distribution
Payment Terms
Accounting and Records
Audit Rights
Confidentiality
Tax Provisions
Representations and Warranties
Dispute Resolution
Governing Law
Force Majeure
Term and Termination
Assignment
Notices
Amendments
Entire Agreement
Severability
Waiver
Third Party Rights
Non-Competition
Intellectual Property Rights
Good Faith
Reporting Requirements
Working Capital Adjustments
Change of Control
Default and Remedies
Professional Services
Technology
Manufacturing
Retail
Financial Services
Real Estate
Healthcare
Consulting
Construction
Energy
Agriculture
Media and Entertainment
Legal
Finance
Human Resources
Tax
Compliance
Corporate Development
Executive Leadership
Operations
Business Development
Investment
Partnership Management
Accounting
Chief Executive Officer
Chief Financial Officer
Financial Director
Legal Counsel
Corporate Lawyer
Tax Advisor
Partnership Manager
Human Resources Director
Business Development Manager
Investment Manager
Managing Partner
Finance Manager
Compliance Officer
Account Manager
Operations Director
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