If you`re considering entering into a partnership in the Philippines, it`s important to have a partnership agreement in place to outline the terms and conditions of your business relationship. A partnership agreement is a legally binding document that protects the interests of all parties involved while addressing key issues such as ownership, profit sharing, and decision-making.
To help you get started, we`ve compiled a list of sample articles of partnership agreement that are commonly included in agreements in the Philippines.
1. Name and Purpose of Partnership
This section should start by stating the name of the partnership and the purpose of the business venture. It should describe the nature of the business, the products or services offered, and the scope of operations.
2. Contributions of Partners
This section should detail the contributions that each partner is making to the partnership, including capital contributions, property, equipment, or intellectual property. It should outline the amount and type of contribution, as well as the terms of repayment or compensation.
3. Profit and Loss Sharing
This section should specify how profits and losses will be shared among the partners. It should outline the percentage of profits that each partner is entitled to and any conditions or restrictions on distribution of profits.
4. Management and Control
This section should address how the partnership will be managed and controlled. It should outline the partners` responsibilities, decision-making processes, and voting rights. It should also specify who will serve as the managing partner or partners, and whether any partners have veto power over certain decisions.
5. Termination and Dissolution
This section should outline the terms and conditions for terminating the partnership, including events that trigger automatic termination and procedures for voluntary or involuntary dissolution. It should also specify how the assets of the partnership will be distributed upon dissolution.
6. Non-Competition and Non-Disclosure
This section should specify any restrictions on the partners` ability to compete with the partnership or disclose confidential information to third parties. It should outline the duration and scope of the non-competition and non-disclosure agreements.
7. Dispute Resolution
This section should specify the procedures for resolving disputes among the partners, including mediation, arbitration, or litigation. It should also outline the governing law and jurisdiction for any legal proceedings.
By including these sample articles of partnership agreement in your partnership agreement, you can ensure that all parties have a clear understanding of their rights and responsibilities and minimize the risk of disputes or legal challenges in the future. It`s always a good idea to seek legal advice when drafting a partnership agreement to ensure that it complies with Philippine laws and regulations.
