Real Estate Partnership Buyout Agreement Template for England and Wales

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Key Requirements PROMPT example:

Real Estate Partnership Buyout Agreement

"I need a Real Estate Partnership Buyout Agreement for my client who is exiting a three-partner commercial property venture in Manchester, with a completion date of March 1, 2025, including specific provisions for ongoing property management during a 6-month transition period."

Document background
A Real Estate Partnership Buyout Agreement is essential when one or more partners wish to exit a property partnership while others continue the business. This agreement, governed by English and Welsh law, provides a structured framework for valuing and transferring partnership interests, addressing property rights, managing tax implications, and ensuring compliance with the Partnership Act 1890 and relevant property legislation. It typically includes provisions for property transfer, liability allocation, and ongoing management arrangements.
Suggested Sections

1. Parties: Identification of all partners involved in the buyout

2. Background: History of partnership and reason for buyout

3. Definitions: Key terms used throughout the agreement

4. Purchase Price and Payment Terms: Agreed valuation and payment structure

5. Transfer of Interest: Terms of partnership interest transfer

6. Completion Requirements: Actions required to complete the buyout

7. Representations and Warranties: Standard partnership and property warranties

8. Release and Indemnities: Mutual releases and ongoing liabilities

Optional Sections

1. Property Management Transition: Required when ongoing property management needs transfer

2. Tenant Notifications: Provisions for informing existing tenants

3. Mortgage Arrangements: Handling of existing mortgages and transfer of obligations

Suggested Schedules

1. Schedule of Properties: List of all properties owned by partnership with their details

2. Valuation Report: Professional valuation of partnership interests and properties

3. Outstanding Liabilities Schedule: List of partnership debts and obligations

4. Transfer Documents: Property transfer forms and registration documents

5. Due Diligence Report: Property and financial due diligence findings

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
Relevant Teams
Relevant Roles
Industries

Partnership Act 1890: Primary legislation governing partnership relationships, including fundamental rights and obligations of partners, dissolution procedures, and partner liability frameworks

Law of Property Act 1925: Core real estate legislation dealing with property ownership, transfer, legal estates in land, and property rights and interests

Land Registration Act 2002: Legislation covering requirements for registering property ownership changes, handling of registered land transactions, and protection of title

Capital Gains Tax Legislation: Tax regulations governing the taxation of property transfers, partnership interest disposals, and related tax reliefs and exemptions

Stamp Duty Land Tax Legislation (Finance Act 2003): Tax legislation covering SDLT on property transfers and specific partnership SDLT provisions

Companies Act 2006: Relevant when corporate partners are involved in the partnership structure

Money Laundering Regulations 2017: Regulations ensuring compliance with anti-money laundering requirements in property transactions

Landlord and Tenant Act 1954: Applicable legislation when dealing with leasehold properties within the partnership assets

Common Law Contract Principles: Fundamental contract law principles under English common law that govern the formation and execution of the buyout agreement

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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