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1. Intellectual Property Rights: Include when the partnership involves significant IP assets or development of new IP

2. Employment Matters: Include when partners will be involved in day-to-day operations or when key employees are material to the investment

3. Non-Competition: Include when partners need to be restricted from competing activities

4. Advisory Board: Include when the partnership will have an advisory board structure

5. Tag-Along Rights: Include when minority investors need protection in case of majority stake sale

6. Drag-Along Rights: Include when majority investors need the ability to force minority partners to join in a sale

7. Anti-Dilution Provisions: Include when protecting against future dilution is important for certain partners

8. International Operations: Include when the partnership will operate across multiple jurisdictions

9. Environmental Compliance: Include when the business has significant environmental impacts or obligations

1. Schedule 1 - Initial Capital Contributions: Detailed breakdown of each partner's initial capital contributions, including valuations of non-cash contributions

2. Schedule 2 - Business Plan: Detailed business plan including financial projections and operational strategies

3. Schedule 3 - Existing Assets: List and description of all assets being contributed to or owned by the partnership

4. Schedule 4 - Partner Details: Complete information about all partners including contact details and tax identification numbers

5. Schedule 5 - Management Structure: Detailed organizational chart and management responsibilities

6. Appendix A - Calculation Methods: Detailed formulas for profit sharing, valuation, and other financial calculations

7. Appendix B - Required Notices and Forms: Templates for various notices and forms required under the agreement

8. Appendix C - Compliance Requirements: List of specific regulatory and compliance requirements applicable to the partnership