The 50-50 Partnership Agreement is designed for use when two parties wish to establish an equal business partnership under Belgian law. This document is essential when partners want to formalize their business relationship with equal ownership, management rights, and profit sharing. It's particularly relevant for new business ventures, professional practices, or when restructuring existing businesses into equal partnerships. The agreement includes comprehensive provisions covering capital contributions, management structure, profit distribution, and exit strategies, all aligned with Belgian legal requirements. This document type is crucial for protecting both partners' interests while ensuring compliance with Belgian corporate law and tax regulations. The agreement should be customized based on the specific business sector and partnership objectives while maintaining the core principle of equal partnership rights and obligations.
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1. Parties: Identification and details of both partners entering into the 50-50 partnership
2. Background: Context of the partnership formation and partners' intention to establish an equal partnership
3. Definitions: Key terms used throughout the agreement
4. Partnership Structure: Confirmation of 50-50 ownership structure and legal form of partnership under Belgian law
5. Capital Contributions: Details of initial and any agreed future capital contributions from each partner
6. Profit and Loss Sharing: Equal distribution mechanism for profits and losses
7. Management and Decision Making: Process for day-to-day management and major decisions, including voting rights and deadlock resolution
8. Partners' Duties and Obligations: Core responsibilities and commitments of each partner
9. Banking and Financial Matters: Management of partnership finances, bank accounts, and accounting procedures
10. Partnership Property: Treatment of partnership assets and intellectual property
11. Term and Termination: Duration of partnership and circumstances for termination
12. Death or Incapacity: Procedures in case of death or incapacity of either partner
13. Dispute Resolution: Process for resolving disagreements between partners
14. Governing Law: Confirmation of Belgian law application and jurisdiction
1. Non-Competition: Restrictions on partners engaging in competing businesses, used when partners have other business interests
2. Intellectual Property Rights: Detailed IP provisions, essential when the partnership involves significant IP assets
3. Employment of Partners: Terms for partners' employment in the business, used when partners will be actively working in the business
4. Insurance: Required insurance coverage, important for high-risk businesses
5. External Investment: Provisions for accepting future investment, relevant for growth-oriented partnerships
6. International Operations: Provisions for international business activities, needed if operating across borders
7. Digital Assets and Online Presence: Management of digital assets and online accounts, important for digital businesses
1. Schedule 1 - Initial Capital Contributions: Detailed list of each partner's initial capital contributions, including valuations
2. Schedule 2 - Business Plan: Initial business plan and strategic objectives
3. Schedule 3 - Partnership Assets: Comprehensive list of partnership assets at formation
4. Schedule 4 - Intellectual Property: Details of any IP rights brought into or developed by the partnership
5. Schedule 5 - Bank Account Details: Partnership bank account information and signing authorities
6. Schedule 6 - Accounting Policies: Agreed accounting principles and procedures
7. Appendix A - Partner Contact Details: Full contact information for both partners and key notices addresses
8. Appendix B - Decision Making Matrix: Detailed breakdown of decision-making authorities and processes
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