The Real Estate Limited Partnership Agreement is a foundational document used when establishing a real estate investment vehicle in Canada that allows multiple investors to participate in large-scale property investments while maintaining limited liability. This agreement is essential when structuring real estate investment pools where one entity (the general partner) manages the investment vehicle while other parties (limited partners) contribute capital. The document must comply with provincial partnership laws, securities regulations, and real estate legislation in Canada, and typically includes comprehensive provisions covering partnership formation, capital structure, management rights, investment criteria, distribution waterfalls, transfer restrictions, and dissolution procedures. It's particularly relevant for commercial real estate investments, development projects, and property portfolio management, where pooled capital investment is required. The agreement serves as the primary governing document that protects all parties' interests while establishing clear operational and management guidelines.
Your data doesn't train Genie's AI
You keep IP ownership of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Parties: Identifies the general partner and initial limited partners, including their legal names and addresses
2. Background: Sets forth the context and purpose of forming the limited partnership for real estate investment
3. Definitions: Defines key terms used throughout the agreement
4. Formation and Name: Establishes the limited partnership and its name, including compliance with provincial partnership laws
5. Purpose and Powers: Defines the partnership's investment objectives, permitted activities, and powers
6. Principal Place of Business: Specifies the partnership's official address and registered office
7. Term: Sets forth the duration of the partnership and conditions for dissolution
8. Capital Contributions: Details initial and subsequent capital contributions, commitment periods, and capital call procedures
9. Partnership Interests: Describes the nature and rights of partnership interests
10. Distributions: Establishes the distribution waterfall, timing, and priorities for distributing partnership funds
11. Allocation of Profits and Losses: Details how profits, losses, and tax items are allocated among partners
12. Management and Control: Specifies the general partner's authority, management responsibilities, and any limitations
13. Rights and Obligations of Partners: Outlines the rights, obligations, and limitations of both general and limited partners
14. Transfer Restrictions: Sets forth restrictions on transferring partnership interests and admission of new partners
15. Withdrawal and Removal: Describes circumstances and procedures for partner withdrawal or removal
16. Dissolution and Liquidation: Details events triggering dissolution and procedures for winding up the partnership
17. Books and Records: Specifies requirements for maintaining partnership records and partner access rights
18. Representations and Warranties: Contains partners' representations regarding their authority and capacity to enter the agreement
19. Indemnification: Addresses indemnification obligations among partners and the partnership
20. Amendments: Procedures for amending the agreement
21. General Provisions: Includes standard boilerplate provisions such as notices, governing law, and entire agreement
1. REIT Compliance: Required if the partnership intends to qualify as a REIT, including specific operating and ownership restrictions
2. Foreign Investment Provisions: Required when non-Canadian investors are involved, addressing Investment Canada Act compliance
3. Multiple Classes of Interests: Needed when the partnership has different classes of partnership interests with varying rights
4. Financing Provisions: Required when the partnership anticipates using leverage, including limitations and requirements
5. Key Person Provisions: Important when success depends on specific individuals, including consequences of their departure
6. Co-Investment Rights: Needed when certain partners have rights to co-invest in partnership opportunities
7. Environmental Matters: Required for properties with environmental concerns or when environmental representations are crucial
8. Property Management: Needed when the partnership will self-manage properties or have specific property management arrangements
1. Schedule A - Property Description: Detailed description of initial properties or investment criteria for target properties
2. Schedule B - Capital Commitments: Lists initial partners and their capital commitment amounts
3. Schedule C - Distribution Waterfall: Detailed calculations and examples of distribution priorities
4. Schedule D - Allocation Provisions: Detailed tax allocation provisions and special allocations
5. Schedule E - Subscription Agreement: Form of subscription agreement for limited partners
6. Schedule F - Management Agreement: Form of agreement if external property management is contemplated
7. Schedule G - Transfer Documents: Forms for documenting transfers of partnership interests
8. Schedule H - Investment Guidelines: Detailed investment criteria and restrictions
9. Appendix 1 - Valuation Methodology: Agreed methodology for valuing partnership assets
10. Appendix 2 - Fee Schedule: Detailed breakdown of management fees, promote structure, and other fees
Relevant legal definitions
Clauses
Relevant Industries
Real Estate Development
Commercial Real Estate
Residential Real Estate
Industrial Real Estate
Real Estate Investment
Property Management
Real Estate Finance
Investment Management
Private Equity
Asset Management
Relevant Teams
Legal
Real Estate
Investment Management
Finance
Tax
Compliance
Risk Management
Operations
Asset Management
Fund Administration
Property Management
Acquisitions
Due Diligence
Investor Relations
Relevant Roles
Real Estate Investment Manager
Chief Investment Officer
Legal Counsel
Property Manager
Fund Manager
Asset Manager
Chief Financial Officer
Investment Analyst
Partnership Administrator
Compliance Officer
Real Estate Developer
Portfolio Manager
Tax Director
Managing Partner
Investment Director
Real Estate Acquisitions Manager
Director of Operations
Risk Manager
General Counsel
Chief Executive Officer
Find the exact document you need
Trading Partner Agreement
A Canadian-law governed agreement establishing terms and conditions for ongoing trading relationships between business partners.
find out more
Alliance Agreement
A Canadian-law governed agreement establishing strategic partnership terms between organizations, including collaboration frameworks and mutual obligations.
find out more
Website Partnership Agreement
A Canadian-law governed agreement establishing terms and conditions for website partnership arrangements, including operations, revenue sharing, and compliance requirements.
find out more
Influencer Collaboration Agreement
A Canadian-law governed agreement establishing terms between brands and social media influencers for content creation and marketing collaboration.
find out more
Non Profit Organization Partnership Agreement
A Canadian-law governed agreement establishing a formal partnership between non-profit organizations, defining their collaborative framework and mutual obligations.
find out more
Organization Partnership Agreement
A Canadian-law governed agreement establishing and regulating a business partnership, defining partners' rights, responsibilities, and operational framework.
find out more
Budget Partnership Agreement
A Canadian-law governed agreement establishing financial collaboration framework between partners, including budget allocation and management processes.
find out more
Social Media Collaboration Agreement
Canadian-law governed agreement establishing terms for social media collaboration, including content, compensation, and compliance requirements.
find out more
Venture Capital Partnership Agreement
A Canadian-law governed agreement establishing the terms and structure of a venture capital partnership, defining relationships between general and limited partners.
find out more
Simple Collaboration Agreement
A Canadian law-governed agreement establishing terms for parties to collaborate on specific projects while maintaining their independence.
find out more
Domestic Partnership Letter
A Canadian legal document declaring and establishing a domestic partnership between two individuals for benefits, insurance, and legal purposes.
find out more
Salaried Partnership Agreement
A Canadian law-governed agreement establishing the terms and conditions for a salaried partner's position within a professional partnership, including rights, duties, and compensation.
find out more
Social Media Partnership Agreement
A Canadian-law governed agreement establishing terms and conditions for social media collaboration between partners, including content creation, posting requirements, and compliance matters.
find out more
Partnership License Agreement
A Canadian-law governed agreement establishing both partnership and licensing arrangements between parties, combining collaborative business relationship with specific licensing rights.
find out more
Partnership Agreement For Restaurant Business
A Canadian legal agreement establishing a partnership structure for restaurant business operations, outlining partners' rights, responsibilities, and operational guidelines under federal and provincial laws.
find out more
Memorandum Of Understanding For Business Partnership
A non-binding preliminary agreement outlining proposed terms and conditions for business partnership formation under Canadian law.
find out more
Legal Partnership Agreement
A Canadian-law governed agreement establishing the terms and conditions of a business partnership, including partner rights, responsibilities, and operational framework.
find out more
Formal Partnership Agreement
A Canadian legal agreement establishing a formal partnership between two or more parties, outlining rights, responsibilities, and operational framework under federal and provincial laws.
find out more
Collaboration Partnership Agreement
A Canadian law-governed agreement establishing terms and conditions for collaborative partnerships between multiple parties, including scope, responsibilities, and resource commitments.
find out more
Vacation Home Partnership Agreement
A Canadian legal agreement establishing terms and conditions for shared ownership and management of a vacation property between multiple co-owners.
find out more
Temporary Partnership Agreement
A Canadian-law governed agreement establishing a temporary partnership between parties, defining terms, duration, and partnership obligations.
find out more
Technology Partnership Agreement
A Canadian-law governed agreement establishing terms and conditions for technology partnership between multiple parties, including IP rights, data protection, and operational frameworks.
find out more
Sweat Equity Partnership Agreement
A Canadian-law governed agreement establishing terms for converting work contribution into business ownership rights, including equity allocation and performance requirements.
find out more
Strategic Alliance Partnership Agreement
A Canadian-law governed agreement establishing a strategic partnership between organizations, defining terms for collaboration and mutual growth.
find out more
Startup Partnership Agreement
A Canadian-law governed agreement establishing the framework for startup partnerships, defining ownership, responsibilities, and operational structure.
find out more
Software Partnership Agreement
A Canadian-law governed agreement establishing partnership terms for software development, distribution, or maintenance between multiple entities.
find out more
Software Partner Agreement
A Canadian-law governed agreement establishing partnership terms between software providers and their business partners for software distribution and implementation.
find out more
Sponsorship Partnership Agreement
A Canadian-law governed agreement establishing terms and conditions for sponsorship relationships, including rights, obligations, and commercial terms between sponsors and sponsored parties.
find out more
Shareholders Agreement Joint Venture
Canadian-law governed agreement establishing shareholder relationships and governance structure in a joint venture, defining rights, obligations, and operational parameters.
find out more
Simple Partnership Dissolution Agreement
A Canadian legal document that formally terminates a partnership and outlines the terms for distributing assets, settling liabilities, and releasing partners from future claims.
find out more
Simple Limited Partnership Agreement
A Canadian legal agreement establishing a limited partnership structure between managing general partners and passive limited partner investors, defining their rights, obligations, and business relationships.
find out more
Revenue Share Partnership Agreement
A Canadian legal agreement establishing terms for partnership revenue sharing, compliant with federal and provincial partnership laws.
find out more
Sales Cooperation Agreement
A Canadian-law governed agreement establishing terms for cooperative sales arrangements between parties, including revenue sharing and territorial rights.
find out more
Real Estate Limited Partnership Agreement
A Canadian law-governed agreement establishing a limited partnership structure for real estate investment, defining partner relationships, operational terms, and compliance requirements.
find out more
Real Estate Joint Venture Agreement
A Canadian-law governed agreement establishing a joint venture between parties for real estate development, investment, or management purposes.
find out more
Profit And Loss Partnership Agreement
A Canadian-law governed agreement establishing terms, conditions, and profit/loss sharing arrangements between business partners.
find out more
Product Partnership Agreement
A Canadian-law governed agreement establishing terms for product-related business partnerships, including development, manufacturing, and distribution rights and obligations.
find out more
Preferred Partnership Agreement
A Canadian legal agreement establishing a partnership structure with preferred and general partners, defining rights, obligations, and profit distribution priorities.
find out more
Preferred Partner Agreement
Canadian-law governed agreement establishing a preferred partnership relationship between entities, defining partnership terms and mutual obligations.
find out more
Pre Partnership Agreement
A Canadian legal document establishing the framework and conditions for forming a future partnership, governed by federal and provincial partnership laws.
find out more
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)