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Partnership Dissolution Agreement
"Need a Partnership Dissolution Agreement for a 3-partner architecture firm in Singapore, where one partner is retiring on March 1, 2025, and we need to include provisions for ongoing project completion and client transition."
1. Parties: Identification of all partners involved in the dissolution
2. Background: History of partnership and reasons for dissolution
3. Definitions: Key terms used throughout the agreement
4. Effective Date of Dissolution: Specific date when partnership will be dissolved
5. Asset Distribution: Division of partnership assets among partners
6. Liability Settlement: Agreement on handling existing debts and liabilities
7. Final Accounts: Preparation and approval of final partnership accounts
8. Release and Discharge: Mutual release of claims between partners
1. Non-Compete Provisions: Restrictions on future business activities - include when partners want to prevent competition post-dissolution
2. Employee Arrangements: Treatment of existing employees - include when partnership has employees
3. Intellectual Property Rights: Division of IP assets - include when partnership owns intellectual property
4. Client Transition: Process for handling existing clients - include for service-based partnerships
1. Schedule of Assets: Detailed list of partnership assets and their agreed values
2. Schedule of Liabilities: List of outstanding debts and obligations
3. Client List: Current clients and their allocation between partners
4. Final Balance Sheet: Financial position at dissolution
5. Property Transfer Documents: Forms and documents for transferring property ownership
Authors
Assets
Business
Business Day
Completion Date
Confidential Information
Dissolution Date
Effective Date
Encumbrance
Existing Clients
Final Accounts
Intellectual Property Rights
Liabilities
Outstanding Obligations
Partners
Partnership
Partnership Act
Partnership Assets
Partnership Interest
Partnership Property
Pending Claims
Professional Advisers
Relevant Law
Remaining Partners
Retiring Partner
Singapore Dollar
SGD
Tax
Third Party
Transaction Documents
Winding Up
Working Capital
Definitions and Interpretation
Dissolution and Termination
Effective Date
Asset Distribution
Liability Allocation
Final Accounts
Payment Terms
Client Transition
Intellectual Property Rights
Confidentiality
Non-Competition
Non-Solicitation
Employee Matters
Tax Obligations
Representations and Warranties
Release and Discharge
Further Assurance
Costs and Expenses
Business Name and Trading Names
Bank Accounts
Insurance
Public Announcements
Notices
Dispute Resolution
Governing Law
Jurisdiction
Severability
Entire Agreement
Variation
Assignment
Third Party Rights
Counterparts
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