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Limited Liability Partnership Agreement
1. Parties: Identification of all founding partners and their contact details
2. Background: Context of the partnership formation and partners' intentions
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Formation and Registration: Establishment of the partnership, registration requirements, and effective date
5. Partnership Name and Business Purpose: Official name of the partnership and detailed description of its business activities
6. Capital Contributions: Initial and ongoing capital contributions from each partner, including valuation of non-cash contributions
7. Partnership Interests: Partners' ownership percentages and rights attached to partnership interests
8. Limited Liability Provisions: Explicit statements of liability limitations and protection mechanisms
9. Management Structure: Governance framework, decision-making processes, and partner voting rights
10. Partner Meetings: Procedures for regular and extraordinary partner meetings, voting, and resolutions
11. Financial Matters: Accounting practices, distribution of profits and losses, tax treatment
12. Banking and Financial Records: Banking arrangements and requirements for financial record-keeping
13. Partner Duties and Obligations: Rights, responsibilities, and obligations of partners
14. Non-Competition and Confidentiality: Restrictions on partners' competitive activities and handling of confidential information
15. Transfer of Partnership Interests: Rules and procedures for transferring partnership interests
16. Admission of New Partners: Process and conditions for admitting new partners
17. Withdrawal and Retirement: Procedures and implications of partner withdrawal or retirement
18. Termination and Dissolution: Grounds and procedures for partnership termination and asset distribution
19. Dispute Resolution: Mechanisms for resolving disputes between partners
20. Governing Law: Confirmation of Danish law application and jurisdiction
1. Intellectual Property Rights: Allocation and management of IP rights when the partnership involves significant IP assets
2. Employee Partnership Scheme: Framework for employee participation in partnership when offering partnership to employees
3. International Operations: Additional provisions for partnerships operating across multiple jurisdictions
4. Technology and Data Protection: Specific provisions for technology-focused partnerships and data protection compliance
5. Environmental Compliance: Environmental responsibilities and compliance requirements for partnerships in regulated industries
6. Professional Indemnity: Additional indemnity provisions for professional services partnerships
7. Partner Incapacity: Procedures and arrangements in case of partner incapacity or death
8. Special Voting Rights: Additional voting arrangements for specific partner classes or decisions
1. Schedule 1 - Partner Details: Detailed information about each partner, including contact details and initial capital contributions
2. Schedule 2 - Initial Capital Contributions: Itemized list of all initial capital contributions, including valuations of non-cash assets
3. Schedule 3 - Business Plan: Initial business plan and strategic objectives of the partnership
4. Schedule 4 - Management Procedures: Detailed procedures for day-to-day management and decision-making
5. Schedule 5 - Profit Sharing Ratios: Detailed breakdown of profit and loss allocation among partners
6. Schedule 6 - Intellectual Property Register: Register of partnership's intellectual property assets and rights
7. Schedule 7 - Partner Insurance Requirements: Required insurance coverage for partners and the partnership
8. Appendix A - Partnership Registration Documents: Copies of official registration documents and certificates
9. Appendix B - Valuation Methods: Agreed methods for valuing partnership interests and assets
10. Appendix C - Compliance Checklist: Checklist of regulatory and legal compliance requirements
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