Oregon Buy-Sell Agreement with Life Insurance to Fund Purchase of Deceased Partner's Interest in a Professional Partnership A Buy-Sell Agreement with Life Insurance is a legal document that provides a comprehensive plan for the transfer of a deceased partner's interest in a professional partnership. This agreement is specifically designed to protect the interest of each partner in the event of a partner's death, ensuring a smooth transition and financial security for the surviving partners. In Oregon, there are several types of Buy-Sell Agreements with Life Insurance to Fund Purchase of Deceased Partner's Interest in a Professional Partnership: 1. Cross-Purchase Agreement: This type of agreement allows the surviving partners to purchase the deceased partner's interest in the partnership directly. Each partner agrees to purchase a life insurance policy on each other's life, with the proceeds used to fund the purchase of the deceased partner's interest. 2. Entity Purchase Agreement: In this type of agreement, the partnership itself agrees to purchase the deceased partner's interest. The partnership buys life insurance policies on all partners, and the policy proceeds are used to buy out the deceased partner's interest from their estate. 3. Stock Redemption Agreement: If the professional partnership is structured as a corporation, a stock redemption agreement may be utilized. In this agreement, the corporation is responsible for purchasing the deceased partner's shares using the proceeds from life insurance policies held on each partner. The Oregon Buy-Sell Agreement with Life Insurance to Fund Purchase of Deceased Partner's Interest in a Professional Partnership typically includes the following key components: 1. Identification of Parties: The agreement identifies each partner involved in the partnership and details their respective ownership interests. 2. Triggering Events: The agreement outlines the events that will trigger the buy-sell provisions, typically including death, disability, retirement, or voluntary withdrawal. 3. Valuation Method: A detailed valuation method is established to determine the fair market value of the deceased partner's interest. This ensures a fair and accurate price for the purchase. 4. Life Insurance Policy: The agreement specifies the requirement for each partner to obtain a life insurance policy on their own life, with the other partners named as beneficiaries. The policy amount should be sufficient to cover the estimated value of the deceased partner's interest. 5. Funding Mechanism: The agreement outlines the funding mechanism for the purchase of the deceased partner's interest, such as using the proceeds from the life insurance policy or installment payments over a specified period. 6. Terms and Conditions: Various terms and conditions are included, such as non-compete clauses, restrictions on transferring partnership interests, and dispute resolution procedures. An Oregon Buy-Sell Agreement with Life Insurance to Fund Purchase of Deceased Partner's Interest in a Professional Partnership provides peace of mind to partners by ensuring an orderly transition and financial stability in the event of a partner's death. It protects the value of the partnership and ensures the continuation of business operations while safeguarding the interests of the surviving partners.