A Guam Buy Sell Agreement between partners of a general partnership with two partners is a legally binding document that outlines the terms and conditions for the sale or transfer of a partner's interest in the partnership. It is essential for partnerships to have a buy-sell agreement in place to address situations such as death, disability, retirement, or voluntary withdrawal of a partner. The agreement typically includes several key components: 1. Introduction: The agreement begins by identifying the parties involved, stating the purpose of the agreement, and specifying the effective date. 2. Buy-Sell Preconditions: This section outlines the triggering events that would activate the buy-sell agreement, such as the death, disability, retirement, or voluntary withdrawal of a partner. It also specifies any preconditions that must be met before a buyout can occur, such as notifying all partners or obtaining independent appraisals of the business value. 3. Valuation and Purchase Price: This section describes the methods for valuing the partner's interest and determining the purchase price. Common methods include independent appraisals, book value, or agreed-upon formulas based on financial metrics. 4. Payment Terms: It defines the payment terms for the purchasing partner, including the payment method (upfront lump sum, installments, or combination), the timeline for payment, and any applicable interest rates. 5. Restrictions on Transfer: This section outlines any restrictions on transferring a partner's interest to outside parties. It may include a right of first refusal, which gives existing partners the option to purchase the interest before it can be sold to a third party. 6. Business Continuity: This component ensures that the business can continue smoothly after a partner's departure. It may include provisions for the remaining partner to acquire the departing partner's share or the introduction of a new partner. 7. Dispute Resolution: The agreement may include a clause specifying the preferred method of dispute resolution, such as mediation or arbitration, to settle any conflicts that may arise during the buy-sell process. Different types of Guam Buy Sell Agreements may vary based on the specifics of each partnership. For example, there may be agreements tailored for partnerships with more than two partners or agreements that account for unique circumstances specific to Guam laws and regulations. However, overall, the purpose and core components of the agreement remain consistent to protect the interests of all partners involved in the general partnership.
Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.