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Joint Partnership Agreement Template for United Arab Emirates

A comprehensive legal document governed by UAE Federal Law No. 32 of 2021 (Commercial Companies Law) that establishes and regulates a partnership between two or more parties in the United Arab Emirates. The agreement outlines the essential elements of the partnership including capital contributions, profit sharing, management rights, partner obligations, and operational procedures. It ensures compliance with UAE local ownership requirements where applicable and incorporates necessary provisions for both local and foreign partners while adhering to UAE commercial regulations and Sharia principles.

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What is a Joint Partnership Agreement?

The Joint Partnership Agreement is a fundamental legal document used when two or more parties wish to establish a formal business partnership in the United Arab Emirates. This document is essential for compliance with UAE Federal Law No. 32 of 2021 and related commercial regulations, particularly when structuring businesses that involve both local and foreign partners. The agreement comprehensively addresses partnership formation, capital contributions, profit sharing, management rights, and operational procedures while ensuring adherence to UAE legal requirements including local ownership rules where applicable. It serves as the primary governing document for the partnership's operations and partner relationships, incorporating necessary provisions for business continuity, dispute resolution, and partnership dissolution in accordance with UAE law and commercial practices.

What sections should be included in a Joint Partnership Agreement?

1. Parties: Identification and details of all partners entering into the agreement

2. Background: Context of the partnership formation and business objectives

3. Definitions: Key terms used throughout the agreement

4. Partnership Formation: Legal establishment of the partnership, including business name, type, and registration details

5. Business Purpose: Detailed description of partnership's business activities and objectives

6. Capital Contributions: Details of initial and ongoing capital contributions from each partner

7. Profit and Loss Sharing: Distribution of profits and allocation of losses among partners

8. Management and Control: Partnership management structure, voting rights, and decision-making processes

9. Partner Rights and Obligations: Detailed responsibilities and rights of each partner

10. Banking and Financial Matters: Financial management procedures and banking arrangements

11. Accounting and Records: Requirements for maintaining financial records and conducting audits

12. Transfer of Partnership Interest: Procedures for transferring partnership shares or interests

13. Term and Termination: Duration of partnership and conditions for termination

14. Dissolution and Liquidation: Procedures for partnership dissolution and asset distribution

15. Governing Law and Jurisdiction: Applicable UAE laws and jurisdiction for dispute resolution

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

What sections are optional to include in a Joint Partnership Agreement?

1. Non-Competition: Restrictions on partners engaging in competing businesses, include when partners have other business interests

2. Intellectual Property Rights: Include when the partnership involves creation or use of intellectual property

3. Employment of Partners: Include when partners will be employed by the partnership

4. Insurance: Include when specific insurance requirements are needed for the business

5. Force Majeure: Include for partnerships with significant operational risks or international elements

6. Confidentiality: Include when partnership involves sensitive business information or trade secrets

7. Dispute Resolution: Include detailed arbitration or mediation procedures when preferred over court proceedings

8. Partner Incapacity: Include procedures for managing partner incapacity or death when partners are individuals rather than entities

What schedules should be included in a Joint Partnership Agreement?

1. Schedule 1 - Capital Contributions: Detailed breakdown of each partner's capital contributions, including valuations of non-cash assets

2. Schedule 2 - Profit Sharing Ratios: Detailed profit and loss distribution formulas and procedures

3. Schedule 3 - Business Plan: Initial business plan and strategy of the partnership

4. Schedule 4 - Partner Information: Detailed information about each partner, including contact details and representatives

5. Schedule 5 - Management Procedures: Detailed procedures for partnership management and decision-making

6. Schedule 6 - Initial Assets: List and valuation of assets initially transferred to the partnership

7. Appendix A - Required Licenses: List of required business licenses and permits

8. Appendix B - Property Details: Details of any property owned or leased by the partnership

Authors

Alex Denne

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

Publisher

Genie AI

Cost

Free to use

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