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1. Parties: Identification of all partners involved in the termination
2. Background/Recitals: Brief history of partnership and reasons for termination
3. Definitions: Key terms used throughout the agreement
4. Effective Date of Termination: Specific date when partnership will officially end
5. Distribution of Assets: How partnership assets will be divided
6. Settlement of Liabilities: How outstanding debts and obligations will be handled
7. Final Accounting: Process for final financial reconciliation
8. Release of Obligations: Mutual release of future partnership obligations
1. Non-Compete Provisions: Restrictions on future business activities (include when partners want to prevent competition after dissolution)
2. Intellectual Property Rights: Division of IP assets (include when partnership owns intellectual property)
3. Employee Arrangements: Handling of employment contracts (include when partnership has employees)
4. Ongoing Projects: Completion of existing contracts (include when there are incomplete projects)
1. Asset Schedule: Detailed list of partnership assets and their allocation
2. Liability Schedule: List of all outstanding debts and obligations
3. Client List: Distribution of clients between partners
4. Final Balance Sheet: Current financial position of partnership
5. Tax Documentation: Relevant tax forms and certificates
Business Day
Confidential Information
Dissolution Date
Effective Date
Existing Clients
Final Accounting
Initial Partnership Agreement
Intellectual Property
Liabilities
Net Assets
Partnership
Partnership Assets
Partnership Business
Partnership Interest
Partners
Party/Parties
Pending Contracts
Release Date
Remaining Partner(s)
Terminating Partner(s)
Trade Secrets
Transfer Documents
Unfinished Business
Withdrawal Notice
Assignment of Rights
Confidentiality
Dispute Resolution
Final Accounting
Further Assurance
Governing Law
Indemnification
Intellectual Property Rights
Liability Settlement
Non-Compete
Non-Solicitation
Notice Requirements
Outstanding Obligations
Payment Terms
Release of Claims
Representation and Warranties
Severability
Tax Matters
Termination Process
Third Party Rights
Transaction Costs
Transition Period
Waiver
Winding Up Procedures
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