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1. Parties: Identification of all participating parties to the pooling arrangement
2. Background: Context of the arrangement and general objectives of the pooling agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Pool Creation and Purpose: Establishment of the pool and its intended purpose
5. Contributions and Valuation: Details of what each party contributes and how contributions are valued
6. Management Structure: Governance framework and decision-making processes for the pool
7. Profit and Loss Sharing: Mechanism for distributing profits and allocating losses
8. Operating Procedures: Day-to-day management and operational procedures
9. Representations and Warranties: Standard representations and warranties from each party
10. Regulatory Compliance: Obligations regarding compliance with applicable laws and regulations
11. Term and Termination: Duration of the agreement and termination provisions
12. Exit Mechanisms: Procedures for parties to exit the pooling arrangement
13. Confidentiality: Protection of confidential information
14. Dispute Resolution: Procedures for resolving disputes between parties
15. General Provisions: Standard boilerplate clauses including notices, amendments, governing law
1. Intellectual Property Rights: Required when IP assets are part of the pool or IP is created through pool activities
2. Insurance: Necessary when physical assets are involved or specific risks need to be insured
3. Security Arrangements: Required when contributions need to be secured or collateralized
4. Tax Provisions: Detailed tax arrangements when complex tax implications exist
5. Competition Compliance: Specific provisions when pooling arrangement might raise competition law concerns
6. Force Majeure: Detailed force majeure provisions when physical assets or operations are involved
7. Environmental Compliance: Required when pooled assets or activities have environmental implications
8. Employee Matters: Necessary when the pooling arrangement involves shared employees or workforce
1. Schedule 1 - Pool Assets: Detailed list and description of all assets contributed to the pool
2. Schedule 2 - Contribution Values: Valuation of initial contributions from each party
3. Schedule 3 - Profit Sharing Ratios: Detailed breakdown of profit and loss allocation formulas
4. Schedule 4 - Management Procedures: Detailed procedures for pool management and operation
5. Schedule 5 - Contact Details: Contact information for all parties and key personnel
6. Schedule 6 - Service Levels: Performance metrics and service levels if applicable
7. Appendix A - Form of Accession Deed: Template for new parties joining the pool
8. Appendix B - Calculation Methods: Detailed methods for calculating contributions, profits, and distributions
Financial Services
Real Estate
Mining and Resources
Investment Management
Asset Management
Infrastructure
Technology
Manufacturing
Shipping and Maritime
Agriculture
Legal
Finance
Operations
Compliance
Risk Management
Treasury
Investment
Corporate Development
Asset Management
Business Development
Company Secretarial
Tax
Audit
Strategy
Chief Financial Officer
Legal Counsel
Investment Manager
Asset Manager
Operations Director
Compliance Officer
Risk Manager
Portfolio Manager
Managing Director
Treasury Manager
Corporate Secretary
Fund Manager
Partnership Director
Financial Controller
Business Development Director
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