This agreement is between PSSG Venture LLP and a second party to admit the second party as a financial promoter and partner in the LLP. The second party will contribute Rs. 5,00,000 to the LLP's business fund and Rs. 1,000 as advance toward capital contribution. In return, the second party will receive a fixed percentage compensation on their business fund contribution and share in the LLP's profits and losses. The agreement details the capital contributions and profit/loss sharing ratios between the original and new partners.
1. AGREEMENT
This Agreement ( or MOU ) made at VADODARA, on day of February,2012
Between PSSG VENTURE LLP (hereinafter referred to as party of FIRST PART) a registered
Limited Liability Partnership (LLP) under the Limited Liability Partnership Act, 2008 and
Represented by its partner MR.PANKIL SHAILESH SHAH resident of Vadodara and MR.XYZ
(hereinafter referred to as party of SECOND PART ) which expression shall unless repugnant
to the context, include their respective heirs, legal representatives and assigns.
WHEREAS the party of the FIRST PART is involved in a business of networking website that
Provide one stop platform for all networking needs on the web in India. AND WHEREAS the
Said party of the FIRST PART is willing to admit financial promoters to join in the existing
Business of LLP for funding the financial needs of the LLP and the said financial promoter(s)
Is willing to provide finance by joining as a partner in the business of LLP and bringing the
Funds individually on mutually agreed terms.
NOW it is hereby agreed by and between the parties aforementioned as follow:
1 The LLP shall forthwith declare to admit the party of the SECOND PART in the
existing business with the mutual consent of existing partners on bringing the funds
in the LLP and contribution towards capital of the LLP. The share of the party of the
second part in the capital of LLP will be represented by their profit/loss sharing ratio
as mutually agreed and disclosed in the supplementary deed duly executed or
executable from time-to-time
2. the LLP shall separately establish a fund to be titled as ‘BUSINESS FUND’ which
Reflects contribution from various financial promoters brought by them in the LLP in
Terms of this agreement (MOU). The said ‘BUSINESS FUND’ so accumulated shall be
2. Utilized for carrying out business activities of the existing LLP whether short-term or
Long –term
3. The party of the SECOND PART to this agreement shall advance to the LLP
Immediately on singing this agreement (MOU) a sum of Rs.5,00,000/- (Rupees Five
Lakhs Only ) towards his /her/their contribution to the ‘BUSINESS FUND’ of the
Existing LLP and a sum Rs.1,000/- (Rupees One Thousand only ) as advance
Towards his /her/their contribution to capital of the existing LLP till execution of
Supplementary deed of the LLP
4. It is specifically agreed that unless the parties hereto shall have otherwise accorded
Their prior consent in writing in that behalf any new admission of the party with the
Contribution to capital of the existing LLP shall be made in such manner as to ensure
That the participation by the parties hereto in the total capital of the LLP shall at all
Times be and remain in the same proportion as that provided hereinbefore so that
The proportion of original promoters of the LLP i.e; MR PANKIL S. SHAH AND MRS.
SHRUSHTI P. SHAH (her maiden name SHRUSHTI M. GOSAR) in the total capital of
The LLP shall always be 90 % and that of subsequent promoters jointly at 10%.AND
Neither party shall without the written consent of the other increase or reduce
Directly or indirectly its proportion on the capital of the existing LLP.
5 .No transfer of any share in the capital of LLP shall be allowed save and except to any
Existing partner or his relative or any of his/her/their legal heirs or to a person approved
By the existing partners of the LLP. Every partner or other person intends to transfer
His/her share in the capital of the LLP shall give notice in writing to the LLP of his
Intention to do so.
6. It is agreed among the parties that the party of the SECOND PART shall become a
Partner of the existing LLP by bringing his capital contribution in the LLP in the
3. Mutually agreed ratio and shall also contribute to the ‘BUSINESS FUND’ of the LLP.
7. It is further agreed between the parties that the party of the SECOND PART shall be
Entitled to compensation at a fixed percentage on his contribution to ‘BUSINESS
FUND’ of the LLP till the time his contribution remain in the LLP. The fixed
Percentage of compensation are as under:
Year of Contribution Compensation % per annum
First and second year 7.0%
From Third year 7.5%
8. This agreement (or MOU) is exclusive to the parties hereto and neither of them shall
Assign or attempt to assign its rights and benefits there under, except as otherwise
Agreed to herein
9. It is also further agreed that the party of the SECOND PART is also entitled to share
Profit/losses of the LLP as per terms mutually agreed and forming part of the
Supplementary deed entered/to be with the party of the SECOND PART,
Over and above the compensation as fixed percentage so agreed at point no. 7
Above
10. The parties hereto further agree that they shall modify the terms and condition of
This agreement (or MOU) in case it is necessary to meet the requirements, if any, of
Any general instructions or notification issued by the central Government or many
Applicable Act thereof.
11. Neither party to this agreement (or MOU) shall be considered responsible for any
Breach of failure of this agreement or any terms hereof arising from the imposition
Restriction on onerous regulations by any Government, Governmental Agency or local
Authority or by acts of civil or military authority or other cause beyond their control.
4. In witness whereof the parties hereto have set their hands on this day month and year
First above written, in the presence of---
SIGNED BY MR. PANKIL S. SHAH
AND MRS. SHRUSHTI P.SHAH for
And on behalf of m/s PSSG VENTURE
LLP
SINGED BY
Being the party of SECOND PART
WITNESSES:
1.
2.