Two Company Partnership Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Two Company Partnership Agreement

"I need a Two Company Partnership Agreement for a joint venture between my Dubai-based technology company and an Abu Dhabi manufacturing firm, where we'll collaborate on developing and producing smart industrial sensors, with operations starting March 2025."

Document background
The Two Company Partnership Agreement is a crucial document for businesses seeking to establish formal collaborative ventures in the United Arab Emirates. It is particularly relevant when two companies wish to combine resources, expertise, or market presence while maintaining their separate legal identities. This agreement type is governed by UAE Federal Law No. 32 of 2021 and related regulations, requiring specific provisions to ensure compliance with local legal requirements. The document typically includes detailed sections on capital contribution, profit sharing, management structure, operational responsibilities, and exit strategies. It's commonly used for joint ventures, strategic alliances, and business partnerships across various sectors in the UAE market, providing a solid legal foundation for business collaboration while protecting both parties' interests.
Suggested Sections

1. Parties: Identification of both company partners, including full legal names, registration numbers, and registered addresses

2. Background: Context of the partnership formation, including the business purpose and objectives

3. Definitions: Definitions of key terms used throughout the agreement

4. Partnership Structure: Legal structure of the partnership, ownership percentages, and capital contributions

5. Management and Control: Management structure, decision-making processes, and voting rights

6. Financial Provisions: Capital accounts, profit/loss sharing, distribution policy, and financial management

7. Operations: Day-to-day operational responsibilities, business procedures, and resource allocation

8. Representations and Warranties: Statements of fact and assurances from each partner company

9. Obligations of the Partners: Specific duties and responsibilities of each partner company

10. Intellectual Property: Ownership and usage rights of IP brought into or created during the partnership

11. Confidentiality: Protection of confidential information and trade secrets

12. Term and Termination: Duration of partnership and conditions for termination

13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law

14. General Provisions: Standard legal provisions including notices, amendments, and severability

Optional Sections

1. Non-Competition: Restrictions on competing activities, used when partners operate in similar industries

2. Technology Transfer: Terms for sharing technology between partners, relevant for technical collaborations

3. Marketing and Branding: Guidelines for joint marketing activities and brand usage, important for customer-facing partnerships

4. Environmental Compliance: Environmental obligations and standards, necessary for industries with environmental impact

5. Employee Matters: Provisions regarding staff sharing or transfer, relevant when human resources are shared

6. Insurance: Insurance requirements and obligations, important for high-risk activities

7. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term partnerships

8. Exit Strategy: Detailed procedures for partner exit, including buyout provisions and valuation methods

Suggested Schedules

1. Schedule 1 - Business Plan: Detailed business plan including objectives, strategies, and timelines

2. Schedule 2 - Capital Contributions: Detailed breakdown of initial and ongoing capital contributions

3. Schedule 3 - Management Structure: Organizational chart and detailed management responsibilities

4. Schedule 4 - Financial Procedures: Detailed financial management procedures and reporting requirements

5. Schedule 5 - Asset Register: List of assets contributed by each partner and their agreed values

6. Schedule 6 - Intellectual Property Register: Detailed list of IP rights owned by each partner and terms of usage

7. Schedule 7 - Key Performance Indicators: Metrics for measuring partnership performance

8. Appendix A - Required Licenses and Permits: List of necessary operational licenses and permits

9. Appendix B - Partner Company Documents: Corporate documents of both partners including registrations and authorizations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Technology

Professional Services

Real Estate

Trading

Construction

Healthcare

Education

Logistics

Retail

Financial Services

Hospitality

Energy

Media and Entertainment

Relevant Teams

Legal

Finance

Corporate Affairs

Business Development

Operations

Strategy

Compliance

Risk Management

Commercial

Executive Leadership

Relevant Roles

Chief Executive Officer

Managing Director

Chief Financial Officer

Legal Counsel

Corporate Lawyer

Business Development Director

Operations Director

Partnership Manager

Commercial Director

Company Secretary

Chief Operations Officer

Strategy Director

Finance Manager

Compliance Officer

Risk Manager

Industries
UAE Federal Law No. 32 of 2021 (Commercial Companies Law): The primary legislation governing company formations, partnerships, and business relationships in the UAE. It outlines the legal framework for different types of partnerships, rights and obligations of partners, and corporate governance requirements.
UAE Federal Law No. 5 of 1985 (Civil Code): Provides the general principles of contract law, including formation, validity, interpretation, and termination of contracts. Essential for structuring the partnership agreement's fundamental terms.
UAE Federal Law No. 18 of 1993 (Commercial Transactions Law): Governs commercial transactions and business relationships, including provisions relevant to commercial partnerships and business operations.
UAE Federal Law No. 4 of 2012 (Competition Law): Relevant for ensuring the partnership agreement complies with competition regulations and doesn't create monopolistic practices.
UAE Federal Law No. 37 of 1992 (Trademark Law): Important for addressing intellectual property rights and brand usage between partners if the partnership involves sharing or creating intellectual property.
UAE Federal Law No. 2 of 2015 (Commercial Companies Law - Foreign Ownership): Specific provisions regarding foreign ownership in UAE companies and partnerships, including restrictions and requirements.
Relevant Free Zone Regulations: If either company is registered in a free zone, specific regulations of that free zone regarding partnerships and business operations must be considered.
UAE Federal Law No. 4 of 2000 (Securities and Commodities Authority Law): Relevant if the partnership involves regulated activities or trading in securities or commodities.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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