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Silent Partner Contract
"I need a Silent Partner Contract for my Singapore-based tech startup where the silent partner will invest SGD 500,000 for a 25% profit share, with the agreement starting from March 1, 2025, and including strong confidentiality provisions."
1. Parties: Identification of active partner(s) and silent partner
2. Background: Context of the partnership arrangement and business purpose
3. Definitions: Key terms used throughout the agreement
4. Partnership Structure: Details of ownership, capital contribution, and business structure
5. Profit Sharing: Distribution of profits and losses
6. Silent Partner Rights and Limitations: Scope of involvement and limitations on management participation
7. Confidentiality: Non-disclosure obligations and protection of business information
8. Term and Termination: Duration and conditions for ending the partnership
1. Management Rights: Detailed management structure if silent partner has limited oversight rights
2. Exit Mechanisms: Procedures for partner withdrawal or sale of interest
3. Non-Compete: Restrictions on competitive activities
4. Dispute Resolution: Specific procedures for resolving disagreements
1. Schedule 1: Capital Contributions: Detailed breakdown of initial and subsequent capital contributions
2. Schedule 2: Profit Sharing Formula: Detailed calculation method for profit distribution
3. Schedule 3: Business Plan: Overview of business operations and objectives
4. Appendix A: Partner Details: Complete information about all partners including contact details
5. Appendix B: Management Structure: Organizational chart and management responsibilities
Authors
Active Partner
Silent Partner
Business
Capital Contribution
Commencement Date
Confidential Information
Distribution
Effective Date
Financial Year
Initial Capital
Interest
Management Rights
Net Profits
Partnership
Partnership Assets
Partnership Interest
Profit Share
Reserved Matters
Term
Territory
Working Capital
Business Day
Business Plan
Material Adverse Change
Intellectual Property Rights
Losses
Related Party
SGD
Singapore Dollars
Tax
Transfer
Profit and Loss Sharing
Management Rights and Limitations
Confidentiality
Non-Competition
Non-Disclosure
Silent Partner Rights
Active Partner Obligations
Term and Duration
Termination
Representations and Warranties
Distribution of Profits
Capital Accounts
Business Operations
Financial Records
Access to Information
Transfer Restrictions
Death or Incapacity
Dispute Resolution
Governing Law
Amendment Procedures
Notices
Assignment
Liability Limitations
Exit Rights
Tag-Along Rights
Drag-Along Rights
Force Majeure
Indemnification
Intellectual Property
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