Partner Separation Agreement Template for Singapore

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Key Requirements PROMPT example:

Partner Separation Agreement

"I need a Partner Separation Agreement for a three-partner accounting firm in Singapore, where one partner is leaving to start their own practice on March 1, 2025, and we need strong non-compete provisions and clear client allocation terms."

Document background
The Partner Separation Agreement is essential when one or more partners decide to leave a partnership in Singapore. It provides a comprehensive framework for managing the separation process, ensuring compliance with Singapore's Partnership Act 1890 and related legislation. This document typically becomes necessary during partnership restructuring, retirement, or when partners choose to pursue different business directions. The agreement covers crucial aspects such as asset division, liability allocation, client relationships, confidentiality obligations, and potential restrictions on future business activities. It serves as a vital tool for minimizing disputes and ensuring a smooth transition while protecting the interests of all parties involved.
Suggested Sections

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

2. Background: History of partnership and reasons for separation

3. Definitions: Key terms used throughout the agreement

4. Effective Date: Date when separation takes effect

5. Asset Division: Distribution of partnership assets

6. Liabilities Allocation: Distribution of partnership debts and obligations

7. Client Arrangements: Handling of existing client relationships

8. Confidentiality: Ongoing confidentiality obligations

9. Governing Law: Applicable law and jurisdiction

Optional Sections

1. Non-Compete Provisions: Restrictions on future business activities - use when partners may compete in same market

2. Intellectual Property Rights: Division of IP assets - use when partnership owns significant IP

3. Employee Transfer: Arrangements for existing employees - use when partnership has employees

4. Earn-Out Provisions: Future payment arrangements based on performance - use when ongoing business value is uncertain

5. Dispute Resolution: Alternative dispute resolution procedures - use when parties want to avoid court proceedings

Suggested Schedules

1. Asset Schedule: Detailed list of partnership assets and their allocation

2. Client List: List of clients and their allocation between partners

3. Financial Statements: Recent partnership financial statements

4. Liability Schedule: List of outstanding liabilities and their allocation

5. Employee Schedule: List of employees and their new arrangements

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
Industries

Partnership Act 1890: Primary legislation governing general partnerships in Singapore, defining partner rights, obligations and dissolution procedures

Limited Partnerships Act 2008: Specific legislation for limited partnerships, outlining limited partners' rights and liabilities

Business Names Registration Act 2014: Governs requirements for business name registration and transfer requirements post-separation

Companies Act (Cap. 50): Relevant for partnerships involving corporate entities and related corporate governance provisions

Income Tax Act: Covers tax implications of partnership dissolution and distribution of assets and tax liabilities

Goods and Services Tax Act: Addresses GST implications of asset transfers and business continuation considerations

Employment Act: Governs employment-related obligations and transfer of employment responsibilities during partnership separation

Contract Law: Common law principles of contract and provisions from the Application of English Law Act

Property Law: Handles partnership property matters and real estate transfer requirements

Stamp Duties Act: Covers duties payable on transfer of assets and related documentation requirements

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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