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1. Parties: Identification of all partners involved in the separation agreement
2. Background: History of the partnership, reason for separation, and current status
3. Definitions: Definitions of key terms used throughout the agreement
4. Effective Date of Separation: Specific date when the separation becomes effective
5. Partnership Dissolution Terms: General terms and conditions of the partnership dissolution
6. Asset Division: Detailed breakdown of how partnership assets will be divided
7. Liabilities and Debt Allocation: Distribution of existing liabilities and debts among partners
8. Client and Contract Assignment: Assignment of existing clients and contracts between separating partners
9. Intellectual Property Rights: Division and future usage rights of partnership IP
10. Confidentiality Obligations: Ongoing confidentiality requirements post-separation
11. Non-Compete and Non-Solicitation: Restrictions on competitive activities and client/employee solicitation
12. Release and Indemnification: Mutual release of claims and indemnification provisions
13. Dispute Resolution: Procedures for resolving any disputes arising from the separation
14. Governing Law: Specification of Hong Kong law as governing law
15. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.
1. Ongoing Projects Transition: Include when there are incomplete projects that need transitioning
2. Employee Allocation: Include when the partnership has employees who need to be allocated between partners
3. Property Lease Arrangements: Include when there are commercial property leases to be assigned or terminated
4. Insurance Policies: Include when there are partnership insurance policies to be dealt with
5. Tax Matters: Include when complex tax implications need to be addressed
6. Future Cooperation: Include when partners anticipate potential future business interactions
7. Public Announcements: Include when the separation needs to be communicated to the public
8. Professional Licenses: Include when the partnership involves professional licenses or certifications
1. Schedule A - Asset Inventory: Detailed list of all partnership assets and their agreed values
2. Schedule B - Client List: Complete list of clients and their allocation between partners
3. Schedule C - Outstanding Liabilities: List of all partnership debts and payment responsibilities
4. Schedule D - Intellectual Property Register: Comprehensive list of IP assets and their disposition
5. Schedule E - Ongoing Contracts: List of active contracts and their assignment
6. Schedule F - Employee Details: List of employees and their allocation between partners
7. Appendix 1 - Separation Balance Sheet: Final partnership balance sheet as of separation date
8. Appendix 2 - Payment Schedule: Schedule of any payments to be made between partners
9. Appendix 3 - Handover Procedures: Detailed procedures for transitioning assets and responsibilities
Professional Services
Legal Services
Accounting & Financial Services
Management Consulting
Real Estate
Architecture & Design
Medical Practices
Engineering Services
Technology Services
Retail & Distribution
Manufacturing
Construction
Food & Beverage
Creative & Media Services
Legal
Finance
Compliance
Operations
Business Development
Risk Management
Corporate Governance
Administrative
Human Resources
Client Relations
Managing Partner
Business Owner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Company Secretary
Business Development Director
Operations Manager
Finance Manager
Partnership Manager
Compliance Officer
Risk Manager
Account Director
Project Manager
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