The Real Estate Investment Partnership Agreement is a crucial document for parties seeking to collaborate on real estate investments in the Philippines. It is particularly relevant when two or more parties wish to combine their resources, expertise, and capital for real estate acquisition, development, or management purposes. This agreement must comply with specific Philippine legal requirements, including the Civil Code provisions on partnerships, the Corporation Code, and various real estate laws such as the Real Estate Service Act. The document typically covers essential aspects such as capital contributions, profit-sharing mechanisms, management responsibilities, and exit strategies, while addressing unique Philippine market considerations such as foreign ownership restrictions and local property regulations. It's commonly used for both commercial and residential real estate ventures, and can accommodate various investment structures while ensuring legal compliance with Philippine partnership and property laws.
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1. Parties: Identification of all partners, including full legal names, addresses, and tax identification numbers
2. Background: Context of the partnership formation, purpose of the real estate investment venture, and general objectives
3. Definitions: Comprehensive definitions of terms used throughout the agreement, including specific real estate and investment terminology
4. Partnership Formation: Legal establishment of the partnership, including name, principal place of business, and term
5. Capital Contributions: Detailed specification of initial and ongoing capital contributions from each partner, including property assets and cash investments
6. Ownership and Interest: Partnership interest percentages and ownership structure of real estate assets
7. Management and Control: Management structure, voting rights, and decision-making processes for the partnership
8. Real Estate Investment Strategy: Specific investment criteria, target properties, and investment objectives
9. Operations and Property Management: Day-to-day management responsibilities, property maintenance, and operational procedures
10. Financial Management: Banking, accounting procedures, fiscal year, and financial reporting requirements
11. Profit and Loss Distribution: Formula and timing for distributing profits and allocating losses among partners
12. Transfer Restrictions: Limitations on transfer of partnership interests and real estate assets
13. Termination and Dissolution: Conditions and procedures for partnership termination and asset distribution
14. Governing Law and Dispute Resolution: Choice of Philippine law and dispute resolution mechanisms
15. Miscellaneous Provisions: Standard clauses including notices, amendments, and severability
1. Foreign Investment Compliance: Required when foreign partners are involved, detailing compliance with Philippine foreign investment restrictions
2. Development Projects: Include when the partnership involves real estate development activities rather than just investment
3. Property Acquisition Process: Detailed procedures for evaluating and acquiring new properties, needed for partnerships planning multiple acquisitions
4. Financing Arrangements: Include when the partnership will seek external financing or leverage
5. Environmental Compliance: Required when dealing with properties requiring environmental clearances or assessments
6. Insurance Requirements: Detailed insurance obligations when managing multiple high-value properties
7. Property Leasing Guidelines: Include when the partnership strategy involves leasing properties
8. Anti-Money Laundering Compliance: Required for large-scale investments or when dealing with significant cash transactions
1. Schedule A - Property Schedule: Detailed list and description of initial real estate assets contributed to the partnership
2. Schedule B - Capital Contributions: Itemized list of initial capital contributions from each partner
3. Schedule C - Valuation Methodology: Agreed methods for valuing partnership assets and interests
4. Schedule D - Management Structure: Detailed organizational chart and management responsibilities
5. Schedule E - Investment Criteria: Specific criteria for evaluating and selecting real estate investments
6. Schedule F - Financial Projections: Initial business plan and financial projections
7. Appendix 1 - Partner Information: Detailed information about each partner, including KYC documentation
8. Appendix 2 - Property Documents: Copies of relevant property titles, permits, and certificates
9. Appendix 3 - Due Diligence Reports: Property inspection reports, title searches, and other due diligence documentation
10. Appendix 4 - Compliance Certificates: Relevant regulatory and compliance certificates
Relevant legal definitions
Clauses
Relevant Industries
Real Estate
Property Development
Commercial Property
Residential Property
Industrial Property
Retail Property
Hospitality
Mixed-Use Development
Construction
Property Management
Real Estate Investment
Urban Development
Infrastructure
Relevant Teams
Legal
Real Estate
Investment
Finance
Compliance
Risk Management
Business Development
Operations
Asset Management
Property Management
Corporate Development
Due Diligence
Relevant Roles
Real Estate Investment Manager
Property Development Director
Legal Counsel
Chief Investment Officer
Real Estate Partner
Investment Analyst
Property Manager
Business Development Manager
Chief Financial Officer
Risk Management Officer
Compliance Officer
Real Estate Development Manager
Asset Manager
Investment Director
Managing Partner
Real Estate Operations Manager
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