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Real Estate Limited Partnership Agreement

Real Estate Limited Partnership Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Real Estate Limited Partnership Agreement

I need a Real Estate Limited Partnership Agreement for a Dubai-based mixed-use development project starting January 2025, with one general partner managing the development and three limited partners contributing capital, including specific provisions for Sharia compliance and quarterly profit distribution.

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Document background
The Real Estate Limited Partnership Agreement is a crucial document used in the UAE real estate sector when establishing investment partnerships that combine active management with passive investment. It's particularly relevant in Dubai and Abu Dhabi's dynamic real estate markets, where both local and international investors seek structured investment vehicles. The agreement must comply with UAE Federal Law No. 32 of 2021 and various emirate-specific real estate regulations. It typically includes detailed provisions for capital contributions, profit sharing, management rights, property acquisition and disposal, and exit mechanisms. This document is essential for real estate investment projects where some partners wish to maintain active management control while others prefer to limit their liability and involvement to their capital contribution.
Suggested Sections

1. Parties: Identification of all partners, including the general partner(s) and limited partner(s), with their full legal names and addresses

2. Background: Context of the partnership formation, including the purpose of investing in real estate and the general business objectives

3. Definitions: Comprehensive list of defined terms used throughout the agreement

4. Partnership Formation: Details of partnership establishment, name, registration requirements, and term

5. Purpose and Scope: Specific description of the partnership's real estate investment objectives and permitted activities

6. Capital Contributions: Details of initial and subsequent capital contributions from all partners

7. Profit and Loss Allocation: Formula and mechanisms for distributing profits and losses among partners

8. Management and Control: Rights and responsibilities of general partner(s) in managing the partnership and real estate assets

9. Limited Partner Rights and Restrictions: Scope and limitations of limited partners' involvement and voting rights

10. Property Management: Provisions for managing, maintaining, and operating real estate assets

11. Banking and Financial Matters: Banking arrangements, accounting practices, and financial reporting requirements

12. Transfer of Interests: Rules and restrictions regarding the transfer of partnership interests

13. Dissolution and Termination: Circumstances and procedures for partnership dissolution and asset distribution

14. Governing Law and Jurisdiction: Specification of UAE law application and jurisdiction for disputes

Optional Sections

1. Development Projects: Include when the partnership will engage in real estate development activities

2. Sharia Compliance: Include when partners require the agreement to be Sharia-compliant

3. Foreign Ownership Provisions: Include when any partners are non-UAE nationals

4. Property Financing: Include when the partnership plans to use external financing or mortgages

5. RERA Compliance: Include specific provisions when properties are located in Dubai

6. Conflict Resolution Committee: Include when partners want an internal resolution mechanism before formal disputes

7. Environmental Compliance: Include when dealing with properties requiring specific environmental considerations

8. Asset Management: Include when the partnership will employ external asset managers

Suggested Schedules

1. Schedule 1 - Property Details: List and details of initial real estate assets or target properties

2. Schedule 2 - Capital Contributions: Detailed breakdown of each partner's capital contributions and payment schedule

3. Schedule 3 - Management Structure: Organizational chart and management responsibilities

4. Schedule 4 - Fee Structure: Details of management fees, performance fees, and other charges

5. Schedule 5 - Distribution Waterfall: Detailed mechanism for profit distribution and priority of payments

6. Schedule 6 - Valuation Methodology: Agreed methods for valuing partnership assets

7. Appendix A - Partner Information: Detailed information about all partners including KYC documentation

8. Appendix B - Property Management Guidelines: Standard operating procedures for property management

9. Appendix C - Reporting Templates: Standard formats for financial and operational reporting

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions








































Clauses




































Relevant Industries

Real Estate

Property Development

Construction

Investment Management

Property Management

Hospitality

Retail

Commercial Property

Residential Property

Industrial Property

Mixed-use Development

Infrastructure

Relevant Teams

Legal

Real Estate

Investment

Compliance

Finance

Risk Management

Asset Management

Property Management

Business Development

Corporate Affairs

Relevant Roles

Real Estate Investment Manager

Property Development Director

Legal Counsel

Chief Investment Officer

Asset Manager

Fund Manager

Property Manager

Compliance Officer

Real Estate Partner

Investment Director

Managing Director

Chief Financial Officer

Development Manager

Portfolio Manager

Risk Manager

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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