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1. Non-Competition and Non-Solicitation: Restrictions on partners competing with the partnership or soliciting clients/employees - include when partners have access to sensitive information or significant client relationships

2. Intellectual Property Rights: Provisions regarding ownership and use of IP - include when the partnership develops or uses significant IP

3. Insurance: Requirements for partnership and partner insurance - include when there are significant liability risks

4. Employee Matters: Policies regarding hiring, management of employees - include when the partnership will have employees

5. Tax Matters: Detailed tax planning and allocation provisions - include when complex tax arrangements are needed

6. Foreign Operations: Provisions for international business activities - include when operating across jurisdictions

7. Deadlock Resolution: Specific procedures for resolving management deadlocks - include in 50/50 partnerships or where deadlock is likely

8. Partner Death/Incapacity: Detailed procedures for handling partner death or incapacity - include when partners are individuals rather than entities

1. Schedule 1: Partner Information: Detailed information about each partner, including contact details and representatives

2. Schedule 2: Initial Capital Contributions: Itemized list of each partner's initial capital contributions, including valuations

3. Schedule 3: Business Plan: Initial business plan and strategic objectives of the partnership

4. Schedule 4: Management Structure: Detailed organizational chart and management responsibilities

5. Schedule 5: Distribution Policy: Detailed procedures for calculating and making partner distributions

6. Appendix A: Banking Resolution: Banking arrangements and authorized signatories

7. Appendix B: Accounting Policies: Detailed accounting procedures and policies

8. Appendix C: Compliance Procedures: Regulatory compliance requirements and procedures