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1. Parties: Identification and details of all partners
2. Background: Context and purpose of the partnership
3. Definitions: Key terms used throughout the agreement
4. Partnership Formation: Terms establishing the partnership and its purpose
5. Capital Contributions: Initial and ongoing capital contributions of partners
6. Profit and Loss Sharing: Distribution of profits and allocation of losses
7. Management Rights: Decision-making authority and voting rights
8. Dissolution: Terms for partnership termination and asset distribution
1. Non-Compete: Restrictions on competitive activities when partners want to protect business interests
2. Intellectual Property: Ownership and rights to IP when partnership involves creation or use of intellectual property
3. Buy-Sell Provisions: Terms for buying out partners when predetermined exit mechanisms are needed
1. Schedule A - Capital Contributions: Detailed list of initial contributions by each partner
2. Schedule B - Profit Sharing Ratios: Specific percentages for profit distribution
3. Appendix 1 - Partnership Business Plan: Detailed business objectives and strategies
Business
Capital Account
Capital Contribution
Defaulting Partner
Effective Date
Fiscal Year
Initial Capital Contribution
Interest
Managing Partner
Net Profits
Net Losses
Partnership
Partnership Assets
Partnership Interest
Partner(s)
Partnership Property
Percentage Interest
Person
Profits and Losses
Term
Transfer
Unanimous Consent
Withdrawal
Withdrawal Event
Capital Contributions
Profit and Loss Distribution
Management and Control
Voting Rights
Banking and Records
Transfer Restrictions
Admission of New Partners
Withdrawal and Retirement
Dissolution
Death or Incapacity
Non-Competition
Confidentiality
Intellectual Property
Dispute Resolution
Indemnification
Force Majeure
Amendment Procedures
Notices
Governing Law
Partnership Property
Business Activities
Financial Reporting
Tax Matters
Books and Records
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