The Partnership Investment Agreement is a crucial document used when two or more parties wish to establish a formal investment partnership in Qatar. It is particularly relevant for both domestic and cross-border investments, requiring careful consideration of Qatar's commercial laws and foreign investment regulations. The agreement typically covers essential aspects such as capital contributions, profit distribution mechanisms, management rights, transfer restrictions, and exit provisions. It must comply with Qatar Commercial Companies Law No. 11 of 2015 and, where applicable, the Foreign Investment Law. The document is especially important when structuring investments in sectors requiring specific local ownership percentages or when establishing operations within the Qatar Financial Centre.
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1. Parties: Identification of all partnership parties, including full legal names, addresses, and registration details
2. Background: Context of the partnership formation, business objectives, and general intent of the parties
3. Definitions and Interpretation: Defined terms used throughout the agreement and rules of interpretation
4. Partnership Structure: Legal form of partnership, ownership percentages, and capital contribution details
5. Investment Terms: Specific details of investment amounts, payment schedules, and funding mechanisms
6. Business Scope: Detailed description of partnership business activities and limitations
7. Management and Control: Management structure, voting rights, and decision-making processes
8. Capital Accounts: Treatment of capital contributions, maintenance of capital accounts, and additional capital requirements
9. Profit and Loss Distribution: Formula and mechanisms for sharing profits and losses
10. Transfer Restrictions: Limitations on transfer of partnership interests and right of first refusal provisions
11. Representations and Warranties: Standard and specific representations made by each party
12. Confidentiality: Protection of confidential information and trade secrets
13. Term and Termination: Duration of partnership and grounds for termination
14. Governing Law and Dispute Resolution: Choice of Qatar law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement
1. Sharia Compliance: Required if parties wish to ensure agreement complies with Islamic finance principles
2. Foreign Investment Provisions: Required when non-Qatari investors are involved, addressing specific foreign investment requirements
3. Exit Mechanisms: Detailed procedures for partner exit, including buy-out provisions and valuation methods
4. Intellectual Property Rights: Required when partnership involves significant IP assets or development
5. Employment Matters: Required when partnership involves significant staffing or employment considerations
6. Competition Restrictions: Non-compete and non-solicitation provisions, if relevant to business nature
7. Force Majeure: Specific provisions for unforeseen circumstances affecting partnership operations
8. Environmental Compliance: Required for partnerships involving industrial or environmental impact activities
1. Schedule 1 - Business Plan: Detailed business plan including projections and operational strategies
2. Schedule 2 - Capital Contributions: Detailed breakdown of initial and committed capital contributions
3. Schedule 3 - Properties and Assets: List of partnership assets and properties
4. Schedule 4 - Key Performance Indicators: Agreed performance metrics and targets
5. Schedule 5 - Management Procedures: Detailed management and operational procedures
6. Appendix A - Required Authorizations: List of required licenses, permits and authorizations
7. Appendix B - Form of Partner Resolution: Template for partner resolutions and voting
8. Appendix C - Valuation Methodology: Agreed methods for valuing partnership interests
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