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Company Partnership Agreement
"I need a Swiss Company Partnership Agreement for a technology consulting firm with three partners, where two partners will provide capital and one partner will contribute technical expertise, with operations starting January 2025 and including strong IP protection clauses."
1. Parties: Identification and details of all partners entering the agreement
2. Background: Context of the partnership formation and partners' intentions
3. Definitions: Definitions of key terms used throughout the agreement
4. Partnership Formation: Declaration of partnership formation, name, and registered office
5. Purpose and Business Scope: Detailed description of partnership's business activities and objectives
6. Capital Contributions: Details of initial and ongoing capital contributions from each partner
7. Profit and Loss Sharing: Framework for distribution of profits and allocation of losses
8. Management and Decision Making: Partnership governance structure and decision-making processes
9. Partners' Rights and Obligations: Core rights and duties of all partners
10. Financial Management: Provisions for accounting, banking, and financial reporting
11. Transfer of Partnership Interests: Rules governing the transfer of partnership shares
12. Addition and Withdrawal of Partners: Procedures for admitting new partners and handling partner exits
13. Termination: Circumstances and procedures for partnership termination
14. Dispute Resolution: Procedures for resolving conflicts between partners
15. Governing Law: Confirmation of Swiss law application and jurisdiction
1. Intellectual Property Rights: Provisions for IP ownership and licensing when the partnership involves significant IP assets
2. Non-Competition and Confidentiality: Restrictions on partners' competitive activities and handling of confidential information
3. Employment of Partners: Terms for partners' employment in the business when partners take active operational roles
4. Insurance: Requirements for business insurance coverage when specific risks need to be addressed
5. External Financing: Provisions for obtaining and managing external funding when anticipated
6. Branch Offices: Rules for establishing and managing branch offices when geographic expansion is planned
7. Special Voting Rights: Special provisions for voting rights when partners have unequal management control
8. Succession Planning: Procedures for handling partner death or incapacity when long-term continuity is important
1. Schedule 1: Initial Capital Contributions: Detailed breakdown of each partner's initial capital contributions, including valuations of non-cash assets
2. Schedule 2: Partner Contact Information: Complete contact details and official addresses of all partners
3. Schedule 3: Business Plan: Initial business plan and financial projections
4. Schedule 4: Partnership Premises: Details of business premises and any associated lease agreements
5. Schedule 5: Distribution of Profits and Losses: Detailed methodology for calculating and distributing profits and losses
6. Schedule 6: Management Responsibilities: Specific roles and responsibilities of managing partners
7. Appendix A: Banking Arrangements: Details of partnership bank accounts and authorized signatories
8. Appendix B: Accounting Policies: Agreed accounting principles and procedures
Authors
Professional Services
Consulting
Technology
Manufacturing
Retail
Real Estate
Healthcare
Financial Services
Agriculture
Construction
Creative Industries
Hospitality
Import/Export
Education and Training
Legal
Corporate Affairs
Finance
Compliance
Operations
Business Development
Risk Management
Strategy
Partner Relations
Corporate Development
Managing Partner
Chief Executive Officer
Business Owner
Legal Counsel
Chief Financial Officer
Company Secretary
Business Development Director
Partner Relations Manager
Compliance Officer
Operations Director
Strategic Planning Manager
Risk Management Officer
Corporate Development Manager
General Counsel
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