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Drafting LLC and Partnership Agreements: Capital Call Provisions and Net Profit Agreements 

Contains material from Sep 2023
Drafting LLC and Partnership Agreements: Capital Call Provisions and Net Profit Agreements 
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Session 01: Capital Call Provisions in LLC and Partnership Agreements - A discussion of planning and drafting issues related to capital calls by LLCs and partnerships, including an analysis of relevant case law and examples of capital call contract provisions.

Session 02: Drafting Net Profit Agreements - Net profits agreements are used in transactions where the parties have an interest in sharing in profits but do not want to create or participate in an entity arrangement with the parties involved.  Net profits agreements raise a number of issues which may be as basic as the very definition of what the parties intend to share, as well as the methods of payout, the impact on tax consequences of these arrangements and concerns relating to the unintended partnership. Review the issues lawyers may need to consider with their clients to draft an effective net profits agreement. 

Includes: Video Audio Paper Slides

  • Total Credit Hours:
  • 1.25
  • Credit Info
  • TX, CA, PA
  • Specialization: Civil Trial Law | Tax Law
  • TX MCLE credit expires: 9/30/2025

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1. Capital Call Provisions in LLC and Partnership Agreements (Sep 2023)

Cliff Ernst, K. "Andy" Tiwari

0.75 0.00 0.00 0.75
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(mp4)
45 mins
(mp3)
44 mins
(pdf)
59 pgs
(pdf)
15 pgs
Session 1 —45 mins 0.75
Capital Call Provisions in LLC and Partnership Agreements (Sep 2023)

A discussion of planning and drafting issues related to capital calls by LLCs and partnerships, including an analysis of relevant case law and examples of capital call contract provisions.

Originally presented: Jul 2023 LLCs, LPs and Partnerships

Cliff Ernst, McGinnis Lochridge - Austin, TX
K. "Andy" Tiwari, Tiwari, PLLC - San Antonio, TX

Show session details

2. Drafting Net Profit Agreements (Sep 2023)

Michael A. DePompei, Frank Z. Ruttenberg

0.50 0.00 0.00 0.50
Preview Materials

Download session materials for offline use

(mp4)
32 mins
(mp3)
31 mins
(pdf)
19 pgs
(pdf)
17 pgs
Session 2 —32 mins 0.50
Drafting Net Profit Agreements (Sep 2023)

Net profits agreements are used in transactions where the parties have an interest in sharing in profits but do not want to create or participate in an entity arrangement with the parties involved.  Net profits agreements raise a number of issues which may be as basic as the very definition of what the parties intend to share, as well as the methods of payout, the impact on tax consequences of these arrangements and concerns relating to the unintended partnership. Review the issues lawyers may need to consider with their clients to draft an effective net profits agreement. 

Originally presented: Jul 2023 LLCs, LPs and Partnerships

Michael A. DePompei, Haynes Boone, LLP - Dallas, TX
Frank Z. Ruttenberg, Haynes Boone, LLP - San Antonio, TX