This 80/20 Partnership Agreement is designed for use in Canadian business contexts where partners intend to establish a formal business relationship with an uneven distribution of ownership and profit-sharing. The document is particularly suitable when one partner contributes significantly more capital, expertise, or resources to the venture, warranting the 80% stake, while the other partner takes a 20% position but remains integral to the business's success. The agreement ensures compliance with both federal and provincial Canadian partnership laws while providing comprehensive coverage of essential partnership elements including capital contributions, management rights, profit distribution, dispute resolution, and exit strategies. This type of agreement is commonly used in professional services, technology startups, and other business ventures where asymmetric contributions necessitate disproportionate ownership structures.
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1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of the partnership formation and basic intentions of the parties
3. Definitions: Key terms used throughout the agreement
4. Partnership Structure: Details of the 80/20 ownership split and basic structure of the partnership
5. Capital Contributions: Initial and ongoing capital contribution requirements from each partner
6. Profit and Loss Distribution: Detailed terms of the 80/20 profit-sharing arrangement and loss allocation
7. Management and Control: Decision-making processes and management responsibilities
8. Partner Duties and Obligations: Specific responsibilities and commitments of each partner
9. Banking and Financial Matters: Financial management procedures and banking arrangements
10. Records and Accounting: Requirements for maintaining partnership records and accounting practices
11. Transfer of Partnership Interests: Rules regarding the transfer of partnership interests to third parties
12. Term and Termination: Duration of the partnership and conditions for termination
13. Dispute Resolution: Procedures for resolving conflicts between partners
14. General Provisions: Standard legal provisions including governing law, notices, and amendments
1. Non-Competition: Restrictions on partners engaging in competing businesses
2. Intellectual Property: Required when the partnership owns or develops IP
3. Insurance: Specific insurance requirements for the partnership
4. Employee Matters: Required when the partnership will have employees
5. International Operations: Required for partnerships operating across borders
6. Real Estate: Required when the partnership owns or leases property
7. Environmental Compliance: Required for businesses with environmental impacts
8. Succession Planning: Detailed procedures for partner retirement or death
1. Schedule A - Capital Contributions: Detailed breakdown of initial capital contributions from each partner
2. Schedule B - Profit Sharing Formula: Detailed calculation method for the 80/20 split and any adjustments
3. Schedule C - Business Plan: Initial business plan and strategic objectives
4. Schedule D - Partner Contact Information: Detailed contact information and notice addresses
5. Schedule E - Management Structure: Detailed organizational structure and management procedures
6. Appendix 1 - Banking Resolutions: Specific banking arrangements and authorized signatories
7. Appendix 2 - Accounting Policies: Detailed accounting procedures and policies
8. Appendix 3 - Partner Responsibilities: Detailed breakdown of specific partner duties and areas of responsibility
Relevant legal definitions
Clauses
Relevant Industries
Professional Services
Technology and Software
Consulting
Real Estate
Healthcare
Manufacturing
Retail
Financial Services
Creative Industries
Construction
Agriculture
Energy
Education and Training
Relevant Teams
Legal
Finance
Executive Leadership
Corporate Development
Risk and Compliance
Business Development
Operations
Strategy
Administrative
Relevant Roles
CEO
Managing Partner
Business Owner
Legal Counsel
Corporate Lawyer
Chief Financial Officer
Business Development Director
Operations Manager
Partnership Manager
Compliance Officer
Risk Manager
Managing Director
Entrepreneur
Strategic Planning Director
Company Secretary
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