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Partnership Term Sheet
"I need a Partnership Term Sheet for a Hong Kong technology startup partnership between two software developers and one investor, with plans to launch in March 2025, including specific provisions for intellectual property rights and future funding rounds."
1. Parties: Identification of all proposed partners, including full legal names and addresses
2. Background: Brief context of the proposed partnership and purpose of the term sheet
3. Definitions: Key terms used throughout the term sheet
4. Partnership Structure: Legal form of partnership and basic structural elements
5. Business Purpose: Defined scope and objectives of the partnership business
6. Capital Contributions: Initial and any agreed future capital contributions from each partner
7. Profit and Loss Sharing: Ratio or method for distributing profits and losses
8. Management Rights: Decision-making authority and management structure
9. Transfer Restrictions: Basic terms regarding transfer of partnership interests
10. Term and Termination: Duration of partnership and key termination provisions
11. Confidentiality: Basic confidentiality obligations regarding the term sheet and negotiations
12. Binding Effect: Clarification of which terms are binding and non-binding
1. Intellectual Property Rights: Required if the partnership involves significant IP assets or development
2. Non-Competition: Include if partners should be restricted from competing activities
3. Professional Qualifications: Necessary for professional partnerships (e.g., law, accounting)
4. Territory Rights: Include if partnership operates in specific geographical areas
5. Marketing and Branding: Required if partnership brand and marketing rights need specification
6. Insurance Requirements: Include for high-risk businesses or regulatory requirements
7. Dispute Resolution: Optional detailed dispute resolution procedures
8. Regulatory Compliance: Required for heavily regulated industries
1. Capital Contribution Schedule: Detailed breakdown of each partner's initial and committed capital contributions
2. Partner Information: Detailed information about each partner, including qualifications if relevant
3. Business Plan Summary: High-level overview of business objectives and strategy
4. Key Assets Schedule: List of significant assets to be contributed to the partnership
5. Required Approvals: List of regulatory or third-party approvals needed
6. Preliminary Timeline: Proposed schedule for finalizing partnership agreement and launching operations
Authors
Business
Business Day
Business Plan
Capital Account
Capital Contribution
Commencement Date
Confidential Information
Default Event
Definitive Agreement
Effective Date
Encumbrance
Financial Year
Governing Law
Initial Capital
Intellectual Property Rights
Management Committee
Managing Partner
Material Adverse Change
Partners
Partnership
Partnership Interest
Partnership Property
Profit and Loss
Related Party
Relevant Authority
Reserved Matters
Term Sheet
Territory
Transfer
Valuation
Working Capital
Recitals
Definitions
Partnership Structure
Business Purpose
Capital Contributions
Profit and Loss Sharing
Management Rights
Decision Making
Reserved Matters
Transfer Restrictions
Non-Competition
Confidentiality
Intellectual Property
Term and Termination
Exit Rights
Death or Incapacity
Restrictive Covenants
Dispute Resolution
Governing Law
Binding Effect
Good Faith
Exclusivity
Costs
Notices
Further Assurance
Regulatory Compliance
Force Majeure
Assignment
Entire Agreement
Professional Services
Financial Services
Technology
Real Estate
Retail
Manufacturing
Trading & Distribution
Healthcare
Education
Hospitality
Construction
Media & Entertainment
Consulting
E-commerce
Legal
Corporate Development
Finance
Strategy
Operations
Risk & Compliance
Company Secretarial
Business Development
Investment
Corporate Affairs
Managing Partner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Business Development Director
Investment Manager
Partnership Manager
Operations Director
Risk Manager
Compliance Officer
Company Secretary
Finance Director
Strategic Planning Manager
Managing Director
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