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Pre Partnership Agreement Template for Belgium

A Pre Partnership Agreement under Belgian law is a formal preliminary agreement that establishes the framework for exploring and negotiating a potential business partnership. This document, governed by Belgian civil and commercial law, outlines the terms and conditions under which parties will evaluate their potential collaboration, including confidentiality obligations, due diligence processes, and exclusivity provisions. It serves as a crucial stepping stone towards a full partnership agreement while protecting all parties' interests during the exploratory phase. The agreement incorporates specific requirements of Belgian legislation, including GDPR compliance and relevant provisions from the Belgian Company Code.

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What is a Pre Partnership Agreement?

The Pre Partnership Agreement is a critical document used when two or more parties are considering entering into a formal business partnership in Belgium but wish to establish clear parameters for their preliminary discussions and evaluations. This document becomes relevant when parties need to share sensitive information, conduct due diligence, or explore potential collaboration while maintaining confidentiality and protecting their interests. The agreement typically includes provisions for information exchange, exclusivity periods, cost allocation, and potential deal structure, all aligned with Belgian legal requirements. It serves as a protective framework during the negotiation phase, helping parties maintain clarity and legal compliance while they work towards potentially establishing a formal partnership. The document is particularly important in the Belgian business context, where formal preliminary agreements are commonly used to structure business negotiations and protect parties' interests during the pre-contractual phase.

What sections should be included in a Pre Partnership Agreement?

1. Parties: Identification and details of all potential partners, including legal names, addresses, and registration numbers

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

3. Definitions: Key terms used throughout the agreement

4. Purpose and Scope: Detailed outline of the intended partnership's purpose and scope of activities

5. Duration: Timeline for the pre-partnership period and conditions for extension

6. Confidentiality: Obligations regarding confidential information exchange and protection

7. Data Protection: GDPR compliance and data handling procedures

8. Due Diligence: Framework for information sharing and evaluation process

9. Exclusivity: Terms regarding exclusive negotiations during the pre-partnership period

10. Costs and Expenses: Allocation of costs during the pre-partnership phase

11. Termination: Conditions and process for ending the pre-partnership arrangement

12. Governing Law and Jurisdiction: Specification of Belgian law application and jurisdiction

13. General Provisions: Standard legal clauses including notices, entire agreement, and amendments

What sections are optional to include in a Pre Partnership Agreement?

1. Intellectual Property: Protection and usage of IP during the pre-partnership phase - include if IP sharing is anticipated

2. Initial Roles and Responsibilities: Preliminary allocation of roles - include if specific responsibilities are already defined

3. Financial Contributions: Framework for any initial capital or resource contributions - include if preliminary investments are planned

4. Milestones and Timelines: Specific goals and deadlines - include if concrete objectives are set for the pre-partnership phase

5. Third Party Relationships: Management of existing client or supplier relationships - include if relevant to the potential partnership

6. Non-Competition: Restrictions on competitive activities - include if partners operate in similar markets

7. Decision Making Process: Framework for joint decisions - include if collaborative decisions are needed during pre-partnership phase

8. Insurance: Requirements for insurance coverage - include if joint activities are planned

What schedules should be included in a Pre Partnership Agreement?

1. Schedule 1 - Business Plan: Preliminary business plan or concept for the intended partnership

2. Schedule 2 - Due Diligence Requirements: List of required documents and information for mutual evaluation

3. Schedule 3 - Confidential Information: Specific items designated as confidential information

4. Schedule 4 - Timeline: Detailed timeline for the pre-partnership phase and key dates

5. Appendix A - Contact Details: Key contact information for all parties and their representatives

6. Appendix B - Required Disclosures: Mandatory disclosures under Belgian law

7. Appendix C - Existing Commitments: Declaration of relevant existing business commitments and potential conflicts

Authors

Alex Denne

Head of Growth (Open Source Law) @ 黑料视频 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Belgium

Publisher

黑料视频

Cost

Free to use

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