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Joint Partnership Agreement
"I need a Joint Partnership Agreement for a Hong Kong-based consulting firm with three partners, where two partners will contribute equal capital of HKD 500,000 each starting March 2025, and one partner will contribute expertise only, with a specified 25% profit share for the skill-based partner."
1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of the partnership formation and general business objectives
3. Definitions: Key terms used throughout the agreement
4. Partnership Formation: Establishment of the partnership, business name, and commencement date
5. Business Purpose: Detailed description of the partnership's business activities and scope
6. Capital Contributions: Initial and ongoing capital contributions from each partner
7. Profit and Loss Sharing: Distribution of profits and allocation of losses among partners
8. Management and Decision Making: Partnership management structure and voting rights
9. Partners' Duties and Obligations: Responsibilities and commitments of each partner
10. Banking and Financial Matters: Financial management procedures and banking arrangements
11. Accounting and Records: Requirements for maintaining financial records and accounts
12. Addition and Retirement of Partners: Procedures for admitting new partners or handling partner retirement
13. Death or Incapacity: Procedures in case of death or incapacity of a partner
14. Termination and Dissolution: Circumstances and procedures for ending the partnership
15. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction
1. Non-Competition and Confidentiality: Restrictions on competing activities and protection of confidential information, used when intellectual property or trade secrets are significant
2. Intellectual Property Rights: Ownership and management of IP, used when the partnership develops or uses significant IP
3. Insurance: Required insurance coverage, used when business activities carry significant risks
4. Dispute Resolution: Detailed procedures for resolving disputes, used when partners want specific resolution mechanisms beyond court proceedings
5. Good Faith and Fair Dealing: Additional ethical obligations, used when partners want to emphasize trust and cooperation
6. Force Majeure: Provisions for unforeseen circumstances, used when business is susceptible to external disruptions
1. Schedule 1: Capital Contributions: Detailed breakdown of each partner's initial and committed capital contributions
2. Schedule 2: Profit Sharing Ratios: Specific percentages or formulas for profit and loss distribution
3. Schedule 3: Management Responsibilities: Detailed allocation of management duties and decision-making authority
4. Schedule 4: Business Plan: Initial business plan and strategic objectives
5. Schedule 5: Partner Information: Detailed information about each partner including contact details and representatives
6. Appendix A: Accounting Policies: Specific accounting procedures and policies to be followed
7. Appendix B: Operating Procedures: Day-to-day operational guidelines and procedures
Authors
Business
Business Day
Business Plan
Capital Account
Capital Contribution
Commencement Date
Confidential Information
Default Event
Defaulting Partner
Distribution
Effective Date
Financial Year
Force Majeure Event
Governing Law
Initial Capital
Intellectual Property Rights
Management Committee
Managing Partner
Material Breach
Net Profit
Operating Expenses
Partner
Partnership
Partnership Assets
Partnership Interest
Partnership Property
Profit and Loss Account
Quarter
Related Party
Reserved Matters
Senior Partner
Share
Territory
Transfer
Unanimous Consent
Working Capital
Capital Contributions
Profit and Loss Distribution
Management Rights
Voting Rights
Decision Making
Partner Obligations
Non-Competition
Confidentiality
Intellectual Property
Financial Management
Banking Arrangements
Accounting and Records
Tax Matters
Transfer Restrictions
Admission of New Partners
Retirement of Partners
Death and Incapacity
Default Events
Termination
Dissolution
Force Majeure
Dispute Resolution
Governing Law
Assignment
Notices
Amendment
Severability
Entire Agreement
Further Assurance
Professional Services
Consulting
Real Estate
Technology
Manufacturing
Retail
Financial Services
Healthcare
Food and Beverage
Construction
Media and Entertainment
Trading and Distribution
Legal
Finance
Executive Leadership
Corporate Governance
Business Development
Operations
Risk Management
Compliance
Corporate Secretary Office
Managing Partner
Business Owner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Business Development Director
Operations Director
Partnership Manager
Risk Manager
Company Secretary
Financial Controller
Compliance Officer
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