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1. Parties: Identification of all participating parties to the pooling agreement
2. Background: Context of the agreement and high-level objectives of the pooling arrangement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Purpose and Scope: Detailed objectives and scope of the pooling arrangement
5. Contributions: Details of what each party will contribute to the pool (assets, resources, etc.)
6. Management and Operation: Framework for managing and operating the pooled resources
7. Allocation of Benefits and Costs: How benefits, profits, and costs will be shared among parties
8. Governance: Decision-making processes and governance structure
9. Representations and Warranties: Standard and specific warranties from each party
10. Term and Termination: Duration of the agreement and termination provisions
11. Confidentiality: Protection of confidential information
12. Dispute Resolution: Mechanism for resolving disputes between parties
13. General Provisions: Standard boilerplate clauses including notices, amendments, etc.
1. Competition Compliance: Specific provisions ensuring compliance with competition laws - required if the arrangement could have market impact
2. Intellectual Property: IP rights and usage - include if IP assets are part of the pool
3. Employment Matters: Staff and employment considerations - required if the pool involves sharing of human resources
4. Tax Provisions: Specific tax arrangements - include if there are complex tax implications
5. Foreign Exchange Provisions: Include if the pool involves cross-border elements
6. Insurance: Insurance requirements - include if pooled assets require specific insurance coverage
7. Force Majeure: Include if specific force majeure provisions are needed beyond standard provisions
8. BBBEE Provisions: Include if the arrangement affects BBBEE status or requirements
1. Schedule 1 - Asset Register: Detailed list of all assets contributed to the pool
2. Schedule 2 - Contribution Values: Agreed values of contributions from each party
3. Schedule 3 - Allocation Methodology: Detailed methodology for allocating benefits and costs
4. Schedule 4 - Management Procedures: Detailed procedures for day-to-day management
5. Schedule 5 - Governance Framework: Detailed governance procedures and decision-making matrix
6. Schedule 6 - Service Levels: Performance metrics and service levels if applicable
7. Appendix A - Initial Business Plan: Initial operational plan for the pooling arrangement
8. Appendix B - Pro Forma Financial Statements: Financial projections and statements
Agreement Date
Applicable Laws
Assets
Business Day
Business Plan
Commencement Date
Competition Act
Confidential Information
Contributed Assets
Contributing Party
Contribution Value
Control
Defaulting Party
Effective Date
Encumbrance
Exit Date
Financial Year
Force Majeure Event
Governing Law
Initial Period
Intellectual Property Rights
Management Committee
Material Adverse Change
Operating Procedures
Participating Interest
Participation Percentage
Party/Parties
Pool
Pooled Assets
Pooled Operations
Pool Manager
Pool Operating Account
Pool Revenues
Related Party
Representatives
Reserved Matters
Service Levels
Termination Date
Territory
Third Party
Transaction Documents
Withdrawal Notice
Working Capital
Conditions Precedent
Formation of Pool
Duration
Contributions
Asset Transfer
Management and Control
Operations
Financial Provisions
Profit Sharing
Cost Allocation
Accounting and Records
Bank Accounts
Working Capital
Additional Contributions
Representations and Warranties
Undertakings
Competition Compliance
Regulatory Compliance
BBBEE Provisions
Decision Making
Reserved Matters
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Insurance
Indemnification
Liability
Default
Termination
Withdrawal
Exit Provisions
Dispute Resolution
Governing Law
Assignment
Notices
Amendment
Severability
Entire Agreement
Third Party Rights
Anti-Corruption
Tax
Mining
Agriculture
Manufacturing
Transport and Logistics
Technology
Financial Services
Real Estate
Energy
Telecommunications
Healthcare
Construction
Infrastructure
Legal
Compliance
Finance
Operations
Risk Management
Corporate Development
Commercial
Business Development
Strategy
Treasury
Tax
Corporate Secretariat
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Legal Director
Head of Compliance
Commercial Director
Business Development Director
Risk Manager
Operations Manager
Corporate Finance Manager
Investment Manager
Joint Venture Manager
Contract Manager
Legal Counsel
Company Secretary
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