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Partnership Buy Sell Agreement
"I need a Partnership Buy-Sell Agreement for a 5-partner medical practice in Lahore, with special provisions for retirement and disability, including mandatory life insurance requirements and a specific formula-based valuation method."
1. Parties: Identification of all current partners and the partnership entity
2. Background: Context of the agreement, including brief partnership history and purpose of the buy-sell agreement
3. Definitions: Key terms used throughout the agreement including 'Fair Market Value', 'Triggering Event', 'Purchase Price', etc.
4. Triggering Events: Events that activate the buy-sell provisions (death, disability, retirement, voluntary transfer, etc.)
5. Purchase Obligation: Mandatory requirements to purchase/sell partnership interests upon triggering events
6. Valuation Method: Agreed method for determining the purchase price of partnership interests
7. Payment Terms: Structure and timing of payments for purchased partnership interests
8. Transfer Restrictions: Limitations on transfer of partnership interests to third parties
9. Right of First Refusal: Process for existing partners to purchase interests before third-party sales
10. Insurance Provisions: Requirements for life/disability insurance to fund potential purchases
11. Representations and Warranties: Standard declarations about authority, ownership, and compliance
12. Governing Law and Jurisdiction: Applicable law and courts for dispute resolution
13. Notices: Process for formal communications between parties
14. Execution: Signature blocks and execution requirements
1. Tag-Along Rights: Optional provision allowing minority partners to join in sale of majority interests
2. Drag-Along Rights: Optional provision allowing majority partners to force minority partners to join in sale
3. Family Transfer Exceptions: Special provisions for transfers to family members
4. Disability Definition and Determination: Detailed provisions for determining disability if it's a trigger event
5. Mediation Clause: Alternative dispute resolution procedures before litigation
6. Special Valuation Rules: Industry-specific or situation-specific valuation methodologies
7. Cross-Purchase vs. Entity Purchase: Specific structure for purchase mechanism if not using standard approach
1. Schedule A - Current Partnership Interests: List of current partners and their ownership percentages
2. Schedule B - Valuation Formula: Detailed methodology for calculating partnership interest value
3. Schedule C - Insurance Policies: List of life/disability insurance policies and beneficiary designations
4. Schedule D - Existing Encumbrances: Any existing liens or encumbrances on partnership interests
5. Appendix 1 - Purchase Price Certificate: Template for documenting agreed purchase price calculations
6. Appendix 2 - Transfer Notice: Template for notifying partners of intended transfers
7. Appendix 3 - Valuation Expert Qualifications: Requirements for independent valuators if needed
Authors
Professional Services
Legal Services
Accounting and Tax
Medical Practices
Architecture and Design
Engineering Consultancy
Real Estate
Retail and Trading
Manufacturing
Technology and Software
Construction
Agriculture
Hospitality
Investment and Financial Services
Consulting Services
Legal
Corporate Affairs
Finance
Tax
Compliance
Risk Management
Business Development
Executive Leadership
Administrative
Company Secretarial
Managing Partner
Senior Partner
Legal Counsel
Corporate Lawyer
Business Owner
Partnership Administrator
Chief Executive Officer
Chief Financial Officer
Tax Advisor
Business Development Manager
Risk Manager
Compliance Officer
Estate Planner
Business Succession Planner
Company Secretary
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