The Partnership Buyout Agreement is a critical document used when one or more partners wish to exit a partnership while allowing the business to continue operating under the remaining partners. This agreement, structured under Philippine law and particularly guided by the Civil Code of the Philippines (Republic Act No. 386), provides a comprehensive framework for executing such transitions. It becomes necessary in various scenarios including retirement, career changes, disagreements between partners, or strategic restructuring of the business. The document covers essential aspects such as valuation methodologies, payment structures, transfer of rights and responsibilities, handling of existing liabilities, and post-exit obligations including confidentiality and non-compete provisions. It also addresses tax implications and compliance requirements specific to the Philippine jurisdiction, making it an indispensable tool for managing partnership transitions while minimizing legal and operational risks.
Your data doesn't train Genie's AI
You keep IP ownership聽of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let tiktok成人版's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Parties: Identification of all parties involved - the selling partner(s), remaining partner(s), and the partnership entity itself
2. Background: Context of the partnership, reason for buyout, and current ownership structure
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase of Partnership Interest: Core terms of the transaction, including the partnership interest being sold and purchased
5. Purchase Price: Details of the purchase price, payment terms, and payment method
6. Closing: Timing and mechanics of the transaction closing, including conditions precedent
7. Representations and Warranties: Statements of fact and guarantees by both selling and remaining partners
8. Liabilities and Indemnification: Allocation of liabilities and indemnification obligations between parties
9. Release: Mutual release of claims between the departing partner and remaining partners
10. Confidentiality: Ongoing obligations regarding partnership confidential information
11. Governing Law: Specification of Philippine law as governing law and jurisdiction
12. Execution: Signature blocks and execution requirements
1. Non-Compete Provisions: Restrictions on the departing partner's future business activities - include when protecting business interests is crucial
2. Transition Services: Terms for any temporary services the departing partner will provide - include when knowledge transfer is needed
3. Intellectual Property Rights: Special provisions for handling IP owned by or licensed to the partnership - include when IP is a significant asset
4. Employee Matters: Provisions regarding staff relationships and non-solicitation - include when there are significant employee relationships
5. Tax Matters: Specific tax allocation and handling - include when there are complex tax implications
6. Installment Payment Terms: Detailed payment schedule and security - include when purchase price is paid in installments
7. Dispute Resolution: Alternative dispute resolution procedures - include when parties want to specify arbitration or mediation
1. Schedule A - Partnership Interest Details: Detailed description of the partnership interest being transferred
2. Schedule B - Purchase Price Calculation: Detailed calculation of the purchase price, including any adjustments
3. Schedule C - Partnership Assets: Complete inventory of partnership assets and their allocation
4. Schedule D - Outstanding Liabilities: List of all partnership liabilities and their handling
5. Schedule E - Required Consents: List of third-party consents needed for the transfer
6. Appendix 1 - Closing Checklist: List of all documents and actions required for closing
7. Appendix 2 - Transfer Documents: Forms and documents required to effect the transfer
8. Appendix 3 - Release Forms: Standard forms for mutual releases and discharges
Relevant legal definitions
Clauses
Relevant Industries
Professional Services
Legal Services
Accounting & Audit
Medical Practices
Architecture & Design
Engineering Services
Management Consulting
Real Estate
Retail
Food & Beverage
Manufacturing
Technology Services
Creative Agencies
Construction
Relevant Teams
Legal
Finance
Executive Leadership
Operations
Compliance
Risk Management
Corporate Secretariat
Business Development
Partnership Office
Relevant Roles
Managing Partner
Senior Partner
Partner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Corporate Secretary
Business Development Director
Operations Manager
Finance Director
Managing Director
Business Owner
Compliance Officer
Risk Manager
Find the exact document you need
Non Binding Agreement
A Non-Binding Agreement template under Philippine law for structuring preliminary business discussions and proposed arrangements while maintaining no legal obligations.
find out more
Bilateral Contract (Real Estate)
A Philippine law-compliant bilateral contract for real estate transactions, facilitating legal property transfer between parties with necessary terms and conditions.
find out more
Business Agreement
Template for a Philippine-law compliant business agreement, structured to establish clear commercial relationships while meeting local legal requirements.
find out more
Option Contract (Real Estate)
A Philippine law-governed contract granting exclusive rights to purchase specific real estate property under preset terms and conditions within a defined timeframe.
find out more
Written Agreement For Payment
A legally binding payment agreement under Philippine law that establishes payment terms, schedules, and obligations between parties.
find out more
Land Lease Agreement Form
A Philippine law-compliant agreement establishing terms for leasing land between property owner and tenant, including rental terms, usage rights, and obligations.
find out more
Bilateral Contract
A bilateral contract template compliant with Philippine law, establishing reciprocal obligations between two parties.
find out more
Consignment Agreement Form
A Philippine law-governed agreement establishing terms for consignment sales arrangement between product owner and seller, including commission and inventory management terms.
find out more
General Tenancy Agreement
A Philippine law-compliant agreement establishing terms and conditions for property rental between landlord and tenant.
find out more
Standard Form Contract
A standardized contract template compliant with Philippine law, designed for regular business-to-consumer transactions with pre-set terms and conditions.
find out more
Contract Agreement Form
A comprehensive Contract Agreement Form template compliant with Philippine law, designed for establishing legally binding business relationships.
find out more
Money Agreement Between Two Parties
A comprehensive money lending agreement template compliant with Philippine law, structuring financial transactions between two parties.
find out more
Written Agreement
A formal Written Agreement compliant with Philippine law, establishing legally binding obligations between parties with clear terms and enforcement mechanisms.
find out more
Simple Contract
A straightforward legal agreement governed by Philippine law that establishes basic contractual relationships between parties, ensuring compliance with the Civil Code of the Philippines.
find out more
Side Agreement
A supplementary agreement under Philippine law that modifies or clarifies terms of an existing primary agreement while maintaining compliance with Philippine civil and commercial legislation.
find out more
Mutual Agreement Between Two Parties
A legally compliant template for Mutual Agreements between two parties under Philippine law, suitable for various business relationships.
find out more
Lease Agreement With Option To Purchase
A Philippine law-governed agreement combining property lease terms with a future purchase option, establishing conditions for both temporary use and potential acquisition.
find out more
Incorporation Agreement
A foundational legal document under Philippine law that establishes a new corporation and defines its basic structure, governance, and operational framework.
find out more
Formal Agreement
A binding legal agreement drafted under Philippine law that establishes formal business relationships and obligations between parties.
find out more
Fixed Term Tenancy Agreement
A Philippine law-compliant agreement establishing fixed-term rental terms between landlord and tenant, governed by the Rent Control Act and Civil Code of the Philippines.
find out more
Contract For Selling A Car
A Philippine law-compliant contract for the sale and transfer of ownership of a motor vehicle, including essential terms and conditions for both parties.
find out more
Casual Worker Contract
A Philippine-compliant contract for casual employment arrangements, establishing terms and conditions for temporary or intermittent work relationships.
find out more
Business Transfer Agreement
A Philippine law-governed agreement facilitating the complete transfer of business ownership, assets, and operations between entities, ensuring regulatory compliance and smooth transition.
find out more
Boilerplate Agreement
A versatile Boilerplate Agreement template compliant with Philippine law, designed for various business relationships and transactions.
find out more
Tooling Agreement
A Philippine law-governed agreement establishing terms for industrial tool development, supply, and usage rights between manufacturing parties.
find out more
Service Agreement Terms And Conditions
Philippine-law governed terms and conditions document outlining service provision arrangements between provider and client.
find out more
Representation Agreement
A Philippine law-governed agreement establishing the terms and conditions between a principal and their appointed representative, defining scope, territory, and mutual obligations.
find out more
Provisional Agreement
A temporary contractual arrangement under Philippine law that establishes interim terms and conditions between parties while evaluating longer-term collaboration possibilities.
find out more
Preliminary Agreement
A pre-contractual document under Philippine law that establishes the framework for negotiations and initial terms between parties before finalizing a detailed agreement.
find out more
Notary Rent Agreement
A legally binding rental agreement authenticated by a notary public under Philippine law, establishing terms and conditions between lessor and lessee.
find out more
Non Compete Agreement Between Companies
A Philippine law-governed agreement establishing competitive restrictions between companies, defining scope, duration, and territorial limitations of non-compete obligations.
find out more
Lease With Option To Buy
A Philippine law-governed agreement combining property lease terms with a future purchase option, structured to comply with local real estate and contract laws.
find out more
Land Agreement Between Two Parties
A Philippine law-compliant agreement for the transfer of land ownership between two parties, incorporating all essential legal requirements and protections.
find out more
Contract Agreement Between Two Parties
A bilateral agreement under Philippine law establishing legally binding obligations between two parties, with comprehensive terms and conditions for business relationships.
find out more
Common Terms Agreement
A Philippine law-governed agreement establishing common terms for syndicated lending facilities, standardizing the relationship between multiple lenders and borrower(s).
find out more
Buyer Agency Agreement
A Philippine-law governed agreement establishing a professional relationship between a real estate agent and property buyer, outlining the agent's authority, duties, and compensation terms.
find out more
Statement Of Agreement
A formal document under Philippine law that records mutual understanding and commitments between parties, serving as a simplified yet legally binding agreement.
find out more
Contract For Service And Contract Of Service
A dual-purpose contract template for employment and independent contractor relationships compliant with Philippine law and regulations.
find out more
Preliminary Contract
A Philippine law-governed binding preliminary agreement that establishes the framework and obligations for parties negotiating toward a final contract.
find out more
Key Agreement For Employees
A Philippine-compliant agreement governing the issuance and management of keys/access devices to employees, establishing security protocols and holder responsibilities.
find out more
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)