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Partnership Subscription Agreement
"I need a Partnership Subscription Agreement for a new partner joining our technology consulting firm based in London, with an initial capital contribution of £500,000 and planned admission date of March 1, 2025, including specific provisions for profit sharing and management participation rights."
1. Parties: Identification and details of all parties to the agreement
2. Background: Context and purpose of the subscription agreement
3. Definitions: Key terms used throughout the agreement
4. Subscription Details: Terms of partnership interest being subscribed for
5. Payment Terms: Details of subscription price and payment mechanisms
6. Representations and Warranties: Statements of fact and assurances from both parties
7. Completion: Conditions and mechanics of completing the subscription
1. Anti-dilution Rights: Protection mechanisms against future dilution of partnership interest. Include when investors require protection against future capital raising.
2. Tag-Along Rights: Rights allowing minority partners to join in sale of partnership interests. Include when minority partners want protection in case of majority sale.
3. Regulatory Compliance: Specific regulatory obligations and compliance requirements. Include when partnership involves regulated activities.
1. Partnership Agreement: Copy of existing partnership agreement
2. Subscription Details Schedule: Detailed breakdown of partnership interest being subscribed for
3. Due Diligence Requirements: List of required due diligence items and compliance documentation
4. Form of Partnership Certificate: Template for partnership interest certificate
5. Deed of Adherence: Document binding new partner to existing partnership agreement
Authors
Admission Date
Articles of Partnership
Business Day
Capital Account
Capital Contribution
Completion
Completion Date
Conditions Precedent
Confidential Information
Deed of Adherence
Encumbrance
Existing Partners
Financial Year
General Partner
Initial Capital Contribution
Limited Partner
Partnership
Partnership Agreement
Partnership Interest
Partnership Share
Profit Share
Regulatory Approvals
Subscription Amount
Subscription Price
Subscription Rights
Subscribing Partner
Tax
Transaction Documents
Warranties
Capital Contributions
Payment Terms
Conditions Precedent
Completion Mechanics
Representations and Warranties
Partnership Rights
Management Participation
Profit Sharing
Loss Allocation
Capital Accounts
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Anti-Dilution Protection
Information Rights
Confidentiality
Non-Competition
Non-Solicitation
Regulatory Compliance
Tax Matters
Indemnification
Termination
Notices
Assignment
Amendment
Governing Law
Dispute Resolution
Entire Agreement
Severability
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