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Partnership Investment Agreement

Partnership Investment Agreement Template for Germany

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Key Requirements PROMPT example:

Partnership Investment Agreement

"I need a Partnership Investment Agreement for a German tech startup receiving a €2M investment from a venture capital firm in March 2025, with specific provisions for anti-dilution protection and staged investment tranches."

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Document background
The Partnership Investment Agreement is a crucial document used when establishing or modifying investment relationships within partnership structures under German law. It is particularly relevant for businesses seeking capital investment while maintaining operational flexibility and legal compliance with German partnership regulations. This document type is essential when structuring investments in various forms of German partnerships, including KG (Kommanditgesellschaft) and OHG (Offene Handelsgesellschaft). The agreement comprehensively addresses investment terms, governance structures, profit sharing mechanisms, and exit strategies while ensuring compliance with German commercial and civil law requirements. It's commonly used in scenarios ranging from venture capital investments to joint ventures and traditional partnership expansions, providing a legally robust framework for investment relationships while accommodating specific business needs and investor requirements.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including the existing partners and the investing party

2. Background: Context of the partnership and investment, including the business purpose and investment objectives

3. Definitions: Definitions of key terms used throughout the agreement

4. Investment Terms: Details of the investment amount, valuation, and payment terms

5. Partnership Structure: Legal form of the partnership and ownership structure post-investment

6. Capital Contributions: Initial and subsequent capital contributions, including nature and timing of contributions

7. Profit and Loss Allocation: Distribution of profits and losses among partners

8. Management and Control: Governance structure, decision-making processes, and voting rights

9. Transfer Restrictions: Limitations on transfer of partnership interests and right of first refusal provisions

10. Exit Rights: Provisions for exit including tag-along and drag-along rights

11. Representations and Warranties: Standard representations and warranties from all parties

12. Confidentiality: Protection of confidential information and trade secrets

13. Term and Termination: Duration of the agreement and grounds for termination

14. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes

15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability

Optional Sections

1. Intellectual Property Rights: Required when the partnership involves significant IP assets or development

2. Employee Matters: Needed when the partnership includes transfer or sharing of employees

3. Non-Competition: Include when partners have competing business interests

4. Anti-Dilution Protection: Important for minority investors in case of future capital raises

5. Special Veto Rights: Include when investors require specific veto rights over certain decisions

6. Earn-out Provisions: When part of the investment is contingent on performance metrics

7. Put and Call Options: Include when parties want specific exit mechanisms

8. Compliance with Regulatory Requirements: Required for regulated industries or when specific permits are needed

Suggested Schedules

1. Schedule 1 - Business Plan: Detailed business plan and financial projections

2. Schedule 2 - Capitalization Table: Current and post-investment ownership structure

3. Schedule 3 - Investment Schedule: Detailed timeline and conditions for investment tranches

4. Schedule 4 - Key Performance Indicators: Specific performance metrics and targets

5. Schedule 5 - Partnership Assets: List of material assets owned by the partnership

6. Schedule 6 - Existing Contracts: List of material contracts and obligations

7. Appendix A - Corporate Documents: Copies of relevant corporate registration documents

8. Appendix B - Financial Statements: Historical financial statements and projections

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions















































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Relevant Industries

Technology

Manufacturing

Real Estate

Healthcare

Renewable Energy

Financial Services

Professional Services

E-commerce

Biotechnology

Infrastructure

Agriculture

Software Development

Media and Entertainment

Retail

Logistics

Relevant Teams

Legal

Finance

Corporate Development

Investment

Risk and Compliance

Executive Leadership

Business Development

Corporate Strategy

Operations

Treasury

Mergers and Acquisitions

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Investment Director

Managing Partner

Corporate Lawyer

Investment Manager

Business Development Director

Finance Director

General Counsel

Partnership Manager

Venture Capital Associate

Private Equity Manager

Legal Counsel

Commercial Director

Risk Manager

Compliance Officer

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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