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1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of the partnership formation and investment relationship
3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation
4. Partnership Structure and Purpose: Legal structure of the partnership and its primary business objectives
5. Capital Contributions: Initial and subsequent capital contributions requirements from each partner
6. Partnership Interests: Allocation of ownership interests and partnership units
7. Management and Control: Management structure, voting rights, and decision-making processes
8. Profit and Loss Allocation: Distribution of profits and allocation of losses among partners
9. Banking and Financial Matters: Banking arrangements, accounting practices, and financial management
10. Transfer Restrictions: Limitations on transfer of partnership interests and right of first refusal
11. Exit Provisions: Terms for partner withdrawal, retirement, or termination
12. Term and Termination: Duration of partnership and conditions for termination
13. Confidentiality: Protection of partnership and partner confidential information
14. Dispute Resolution: Procedures for resolving disputes between partners
15. Governing Law: Specification of Malaysian law as governing law and jurisdiction
1. Special Voting Rights: Special voting arrangements for specific partners or decisions
2. Investment Committee: Structure and role of investment committee if required for complex investments
3. Tag-Along and Drag-Along Rights: Rights of partners in case of sale to third parties
4. Anti-Dilution Provisions: Protection against dilution of partnership interests
5. Key Person Provisions: Requirements related to key personnel involvement
6. Intellectual Property Rights: Ownership and use of partnership intellectual property
7. Environmental and Social Responsibility: Standards for environmental and social governance
8. Foreign Investment Provisions: Special terms for foreign partners if applicable
1. Schedule 1 - Capital Contributions: Detailed breakdown of each partner's capital contributions
2. Schedule 2 - Partnership Interests: Complete allocation of partnership units and ownership percentages
3. Schedule 3 - Management Structure: Detailed management organization and reporting structure
4. Schedule 4 - Investment Policy: Specific investment criteria, limitations, and objectives
5. Schedule 5 - Valuation Methodology: Agreed methods for valuing partnership interests
6. Appendix A - Partner Information: Detailed information about each partner including contact details
7. Appendix B - Business Plan: Initial business plan and investment strategy
8. Appendix C - Compliance Requirements: Regulatory and compliance obligations under Malaysian law
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