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1. Parties: Identification and details of all partners entering the agreement
2. Background: Context of the partnership formation and partners' intention to enter into the agreement
3. Definitions: Key terms used throughout the agreement and their specific meanings
4. Partnership Formation: Declaration of partnership formation, business name, and commencement date
5. Purpose and Business: Detailed description of partnership's business objectives and scope
6. Capital Contributions: Initial and ongoing capital contributions of each partner
7. Profit and Loss Sharing: Agreement on how profits and losses will be distributed among partners
8. Management and Decision Making: Management structure and process for making business decisions
9. Partners' Rights and Obligations: Detailed responsibilities and rights of each partner
10. Banking and Financial Records: Banking arrangements and requirements for maintaining financial records
11. Accounting and Tax Matters: Provisions for accounting practices and tax responsibilities
12. Duration and Termination: Term of partnership and conditions for termination
13. Governing Law: Confirmation of Maltese law as governing law and jurisdiction
14. Dispute Resolution: Process for resolving disputes between partners
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Intellectual Property: Provisions regarding ownership and use of intellectual property, needed when IP is significant to the business
2. Non-Compete and Non-Solicitation: Restrictions on partners' competitive activities, recommended for professional services partnerships
3. Admission of New Partners: Process for adding new partners, important for partnerships planning future expansion
4. Death or Incapacity: Specific provisions dealing with partner death or incapacity, crucial for small partnerships
5. Insurance: Requirements for business insurance, important for high-risk activities
6. Confidentiality: Provisions protecting confidential information, essential for partnerships dealing with sensitive information
7. Use of Partnership Property: Rules regarding use of partnership assets, important when significant shared assets exist
8. Partner Retirement: Procedures for partner retirement and associated obligations, relevant for long-term partnerships
1. Schedule 1 - Capital Contributions: Detailed breakdown of each partner's initial and agreed future capital contributions
2. Schedule 2 - Profit Sharing Ratios: Specific percentages or formulas for profit and loss distribution
3. Schedule 3 - Business Plan: Initial business plan and strategic objectives of the partnership
4. Schedule 4 - Partnership Property: Inventory of partnership assets and their agreed values
5. Schedule 5 - Management Duties: Detailed allocation of management responsibilities among partners
6. Appendix A - Partnership Policies: Key operational policies and procedures
7. Appendix B - Signing Authorities: Documentation of partners' signing and authorization powers
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