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Pre Partnership Agreement Template for New Zealand

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Key Requirements PROMPT example:

Pre Partnership Agreement

"I need a Pre Partnership Agreement for my tech consultancy business merging with a software development company, with specific focus on IP protection and client confidentiality, aiming to complete due diligence by March 2025."

Document background
The Pre Partnership Agreement serves as a preliminary legal framework for parties considering entering into a formal business partnership in New Zealand. This document is essential when two or more parties need to share sensitive information, conduct due diligence, or negotiate terms before committing to a full partnership agreement. It provides protection for all parties during the negotiation phase by establishing confidentiality obligations, exclusivity periods, and cost-sharing arrangements. The agreement operates under New Zealand law, particularly the Partnership Act 1908, and includes provisions for due diligence investigations, proposed partnership terms, and conditions for proceeding to or terminating partnership discussions. It's particularly valuable when significant assets, intellectual property, or existing business interests are involved in the potential partnership.
Suggested Sections

1. Parties: Details of all potential partners including full legal names, addresses, and contact information

2. Background: Context of the proposed partnership, including the business concept and reasons for considering the partnership

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

4. Purpose and Scope: Outline of the intended business activities and scope of the proposed partnership

5. Due Diligence Period: Timeframe and process for conducting due diligence investigations

6. Confidentiality: Obligations regarding confidential information shared during the pre-partnership period

7. Exclusivity: Commitment not to negotiate with other potential partners during the specified period

8. Proposed Terms of Partnership: Key terms that will form the basis of the final partnership agreement

9. Costs and Expenses: Allocation of costs incurred during the pre-partnership period

10. Termination: Circumstances under which the pre-partnership agreement can be terminated

11. Governing Law: Specification that New Zealand law governs the agreement

12. Execution: Signature blocks and execution details

Optional Sections

1. Initial Capital Contributions: Details of proposed capital contributions when specific amounts have been discussed

2. Existing Business Assets: Used when one party is bringing an existing business into the proposed partnership

3. Intellectual Property Protection: Required when significant IP will be shared during discussions

4. Non-Competition: Include when parties want to restrict competitive activities during negotiations

5. Key Personnel: Include when specific individuals are crucial to the proposed partnership

6. Milestone Requirements: Used when specific goals or conditions must be met before proceeding to partnership

7. Third-Party Consents: Include when the partnership formation requires approval from external parties

8. Professional Advisory Requirements: Include when specific professional advice must be obtained before partnership formation

Suggested Schedules

1. Schedule 1 - Due Diligence Requirements: Detailed list of required due diligence items and documentation

2. Schedule 2 - Proposed Business Plan: Initial business plan or concept for the proposed partnership

3. Schedule 3 - Asset Schedule: List of assets to be contributed by each party to the partnership

4. Schedule 4 - Timeline and Key Dates: Important dates and deadlines for the pre-partnership period

5. Appendix A - Confidentiality Terms: Detailed confidentiality provisions and requirements

6. Appendix B - Draft Partnership Agreement Terms: Key terms proposed for the final partnership agreement

7. Appendix C - Financial Projections: Initial financial forecasts and assumptions for the proposed partnership

Authors

Alex Denne

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

Relevant legal definitions




























Clauses


























Relevant Industries

Professional Services

Retail

Manufacturing

Technology

Healthcare

Construction

Hospitality

Agriculture

Real Estate

Financial Services

Consulting

Education

Relevant Teams

Legal

Corporate Development

Executive Leadership

Finance

Operations

Risk Management

Business Development

Commercial

Strategy

Mergers & Acquisitions

Relevant Roles

Chief Executive Officer

Managing Director

Business Owner

Legal Counsel

Corporate Lawyer

Business Development Manager

Chief Financial Officer

Partner (Professional Services)

Commercial Director

Operations Director

Company Secretary

Risk Manager

Investment Manager

Strategic Planning Director

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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