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Real Estate Investment Partnership Agreement
"I need a Real Estate Investment Partnership Agreement under Saudi law for a joint venture between a local development company and an international investment fund, focusing on developing commercial properties in Riyadh, with an initial investment period starting March 2025."
1. Parties: Identification of all partners, including full legal names, addresses, and registration details for corporate entities
2. Background: Context of the partnership formation, including the purpose of the real estate investment and general intentions of the parties
3. Definitions: Detailed definitions of key terms used throughout the agreement, including financial, legal, and real estate-specific terminology
4. Partnership Structure: Legal form of the partnership, capital contributions, ownership percentages, and initial asset valuations
5. Investment Objectives: Specific goals of the partnership, investment strategy, and types of real estate investments to be pursued
6. Capital Contributions: Detailed terms of initial and any subsequent capital contributions, including timing, form, and valuation methods
7. Profit and Loss Distribution: Formula and mechanics for distributing profits and losses, including priority returns and catch-up provisions
8. Management and Control: Management structure, decision-making processes, and voting rights of partners
9. Operating Procedures: Day-to-day management procedures, including property management, leasing, and maintenance
10. Rights and Obligations: Detailed responsibilities and rights of each partner, including participation in management and access to information
11. Transfer Restrictions: Limitations on transfer of partnership interests, including right of first refusal and tag-along/drag-along rights
12. Term and Termination: Duration of the partnership and circumstances under which it may be terminated
13. Dispute Resolution: Procedures for resolving disputes, including arbitration provisions compliant with Saudi law
14. Governing Law: Confirmation of Saudi law as governing law and compliance with Shariah principles
15. Notices: Procedures for formal communications between partners
1. Shariah Compliance: Detailed provisions ensuring compliance with Islamic finance principles, required when specific Islamic financing structures are used
2. Foreign Investment Provisions: Additional provisions required when foreign partners are involved, addressing specific regulatory requirements
3. Development Projects: Specific provisions for real estate development projects, including construction management and contractor arrangements
4. Financing Arrangements: Details of any external financing arrangements, including Islamic financing structures
5. Exit Strategy: Detailed procedures for partnership exit, including IPO provisions or sale mechanisms
6. Property Management: Detailed property management arrangements if properties will be actively managed
7. Environmental Compliance: Special provisions for environmental compliance and sustainability, particularly for large commercial properties
8. Insurance: Specific insurance requirements beyond standard coverage
9. Zakat and Tax Provisions: Detailed treatment of zakat and tax matters, particularly important for international partners
1. Schedule 1: Property Details: Detailed description of initial real estate assets, including title deeds and location details
2. Schedule 2: Capital Contributions: Detailed breakdown of each partner's capital contributions, including valuations
3. Schedule 3: Profit Distribution Mechanics: Detailed calculations and examples of profit distribution waterfall
4. Schedule 4: Management Procedures: Detailed procedures for management decisions and operations
5. Schedule 5: Valuation Methodology: Agreed methods for valuing partnership assets and interests
6. Appendix A: Partner Information: Detailed information about each partner, including KYC documentation
7. Appendix B: Property Reports: Technical and valuation reports for initial properties
8. Appendix C: Required Permits: Copies of all relevant permits and licenses
9. Appendix D: Property Management Agreement: If applicable, the full property management agreement
10. Appendix E: Shariah Compliance Certificates: If applicable, certificates from Shariah boards or advisors
Authors
Commercial Real Estate
Residential Real Estate
Industrial Real Estate
Retail Real Estate
Mixed-use Development
Hospitality
Healthcare Real Estate
Logistics and Warehousing
Office Space Development
Religious Property Development
Legal
Real Estate Investment
Compliance
Finance
Risk Management
Business Development
Property Management
Asset Management
Investment Analysis
Operations
Corporate Strategy
Islamic Finance Advisory
Real Estate Investment Manager
Legal Counsel
Chief Investment Officer
Property Development Manager
Compliance Officer
Shariah Advisor
Investment Analyst
Fund Manager
Chief Financial Officer
Property Portfolio Manager
Risk Manager
Business Development Director
Asset Manager
Managing Partner
Investment Director
Real Estate Operations Manager
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