A general partnership agreement is a legal document that outlines the terms and conditions of a partnership between two or more individuals or entities. It is crucial to have a partnership agreement in place to avoid any misunderstandings or conflicts that may arise in the future. In this article, we will provide a sample general partnership agreement that can be customized to suit your specific needs.
Partnership agreement preamble
This partnership agreement (“Agreement”) is entered into on the date ___________ by and between [Partner 1 Name], a [Partner 1 Entity Type] and [Partner 2 Name], a [Partner 2 Entity Type] (collectively referred to as the “Partners”).
Purpose of the partnership
The purpose of this partnership is to [insert the purpose of the partnership].
Name and business address
The name of the partnership shall be [insert partnership name] and the principal place of business shall be located at [insert business address].
Term
The term of this partnership shall begin on [insert date] and shall continue until terminated by either party upon giving written notice to the other party.
Capital contribution
Each partner shall make an initial capital contribution to the partnership as follows:
[Partner 1 Name] shall contribute $[insert amount] in cash.
[Partner 2 Name] shall contribute $[insert amount] in cash.
Profit and loss allocation
The profits and losses of the partnership shall be allocated among the partners as follows:
[Partner 1 Name] shall receive __% of the profits and losses.
[Partner 2 Name] shall receive __% of the profits and losses.
Management and control
The management and control of the partnership shall be vested in the partners jointly, and each partner shall have an equal voice in the management and control of the partnership`s affairs.
Death or incapacity of a partner
In the event of the death or incapacity of a partner, the remaining partner(s) shall have the right to purchase the decedent`s or incapacitated partner`s interest in the partnership at a fair market value to be determined by an independent appraiser.
Withdrawal of a partner
If a partner desires to withdraw from the partnership, he shall give written notice to the other partner(s) at least [insert notice period] days prior to the intended withdrawal date.
Dissolution and winding up
The partnership shall be dissolved upon the occurrence of any of the following events:
1. Mutual agreement of the partners;
2. Withdrawal or death of a partner;
3. The bankruptcy, insolvency, or dissolution of a partner;
4. The occurrence of an event that makes it unlawful for the partnership to continue its business;
5. The expiration of the term of the partnership.
Upon dissolution of the partnership, the partners shall wind up the partnership affairs and distribute the assets of the partnership in accordance with the provisions set forth in this agreement.
Conclusion
A general partnership agreement is essential for the success and longevity of your business. The sample agreement provided can be customized to meet your specific needs and protect the interests of each partner. It is highly recommended to consult with a lawyer before finalizing the agreement.
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