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Startup Business Partnership Agreement
"I need a Startup Business Partnership Agreement for a SaaS technology startup with three co-founders in California, where two partners are contributing existing software IP and one is contributing $500,000 in capital, with a planned Series A funding round in March 2025."
1. Parties: Identification and details of all partners entering the agreement
2. Background: Context of the partnership formation and brief description of the business venture
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Partnership Structure: Legal form of partnership, ownership percentages, and capital contributions
5. Business Purpose: Detailed description of the business activities and objectives
6. Roles and Responsibilities: Specific duties and authority of each partner
7. Capital and Contributions: Initial and ongoing capital requirements, valuation, and contribution terms
8. Profit and Loss Distribution: Formula and timing for distributing profits and losses
9. Management and Decision Making: Governance structure, voting rights, and decision-making processes
10. Intellectual Property Rights: Ownership and protection of IP created before and during the partnership
11. Confidentiality: Protection of confidential information and trade secrets
12. Term and Termination: Duration of partnership and conditions for termination
13. Exit Provisions: Procedures for partner exit, including buyout terms and valuation methods
14. Dispute Resolution: Process for resolving conflicts between partners
15. General Provisions: Standard legal clauses including notices, amendments, and governing law
1. Vesting Schedule: For partnerships with equity vesting over time, typically used for sweat equity arrangements
2. Non-Compete and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/customers
3. Future Funding Provisions: Framework for accepting future investments and dilution procedures
4. Advisory Board: Structure and role of advisory board if established
5. Employee Stock Option Pool: Provisions for creating and managing employee equity incentives
6. International Operations: Specific provisions for international business activities
7. Technology Transfer: Procedures for technology licensing and transfer between partners
8. Founder Commitments: Specific time commitment and exclusivity requirements for founders
1. Schedule A - Initial Capital Contributions: Detailed list of cash, assets, and intellectual property contributed by each partner
2. Schedule B - Ownership Structure: Detailed breakdown of ownership percentages and share classes
3. Schedule C - Business Plan: Initial business plan and financial projections
4. Schedule D - IP Registry: Comprehensive list of intellectual property owned by the partnership
5. Schedule E - Partner Contact Information: Detailed contact information and notice requirements
6. Appendix 1 - Vesting Schedule: Detailed vesting terms and conditions if applicable
7. Appendix 2 - Management Procedures: Detailed procedures for management meetings and decision-making
8. Appendix 3 - Valuation Methodology: Agreed methods for company valuation in various scenarios
Authors
Technology
Software Development
E-commerce
Financial Technology
Healthcare Technology
Biotechnology
Clean Technology
Digital Media
Consumer Products
Professional Services
Manufacturing
Artificial Intelligence
Blockchain
Software as a Service
Internet of Things
Legal
Executive Leadership
Finance
Operations
Business Development
Corporate Development
Venture Capital
Private Equity
Risk Management
Compliance
Strategic Planning
Founder
CEO
Co-founder
Chief Technology Officer
Chief Financial Officer
Chief Operating Officer
General Counsel
Legal Counsel
Business Development Director
Startup Attorney
Partnership Manager
Operations Director
Investment Manager
Venture Capitalist
Angel Investor
Corporate Lawyer
Business Advisor
Startup Consultant
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