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The 3 Way Business Partnership Agreement is a crucial legal document used when three parties wish to establish a formal business partnership in Hong Kong. This document becomes necessary when multiple entrepreneurs or businesses decide to combine their resources, expertise, and efforts to pursue a common business objective. It is particularly relevant in Hong Kong's dynamic business environment, where multi-party partnerships are common across various industries. The agreement must comply with Hong Kong's Partnership Ordinance (Cap. 38) and related business laws, while addressing specific challenges of three-way decision-making, profit sharing, and risk allocation. It includes detailed provisions for capital contributions, management responsibilities, profit distribution, dispute resolution, and partnership changes, making it essential for protecting all partners' interests and ensuring smooth business operations.

1. Parties: Identifies and provides full details of all three partners entering into the agreement

2. Background: Explains the context and purpose of forming the partnership, including the business objectives

3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty

4. Partnership Formation: Establishes the creation of the partnership, its name, and commencement date

5. Business of the Partnership: Defines the scope and nature of the partnership business

6. Capital Contributions: Details the initial and any agreed future capital contributions from each partner

7. Ownership and Profit Sharing: Specifies the ownership percentages and how profits/losses will be distributed

8. Management and Decision Making: Outlines the management structure and decision-making processes, including voting rights and required majorities

9. Partners' Duties and Obligations: Details the responsibilities, commitments, and expectations of each partner

10. Financial Management: Covers banking, accounting practices, and financial reporting requirements

11. Partner Meetings: Establishes procedures for regular and special partner meetings

12. Restrictions on Partners: Details non-compete, confidentiality, and other restrictive covenants

13. Addition and Withdrawal of Partners: Procedures for admitting new partners or handling partner departures

14. Termination and Dissolution: Circumstances and procedures for ending the partnership

15. Dispute Resolution: Procedures for resolving disagreements between partners

16. Governing Law: Confirms Hong Kong law as governing law and jurisdiction

17. General Provisions: Standard boilerplate clauses including notices, amendments, and severability