This Partnership Agreement (the “Agreement”) is entered into as of [Effective Date] by and between the partners listed below (“Partners”).
1. Business Purpose
The Partnership will conduct [Business Description].
2. Contributions
Each Partner will contribute capital or services as described in Exhibit A. Additional contributions require Partner approval.
3. Profits and Losses
Profits and losses will be shared according to [Percentage] unless otherwise agreed in writing.
4. Management and Authority
Each Partner has authority to bind the Partnership in the ordinary course. Major decisions require [Vote Threshold] approval.
5. Banking and Records
Partnership funds will be kept in a Partnership account. Books and records will be maintained and available for inspection.
6. Partner Withdrawals
Distributions will be made [Frequency] after reserves and expenses.
7. New Partners
Admission of new partners requires unanimous approval unless otherwise stated.
8. Dissolution
The Partnership may be dissolved by [Vote Threshold] or as required by law. Assets will be liquidated and distributed after liabilities are paid.
9. Governing Law
This Agreement is governed by the laws of [Governing Law Jurisdiction].
10. Severability
If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The Partners will negotiate in good faith to replace any invalid provision with a valid provision that achieves the original intent.
11. Entire Agreement
This Agreement constitutes the entire understanding among the Partners and supersedes all prior negotiations, understandings, and agreements. No representations or statements not contained in this Agreement will be binding.
12. Amendment
This Agreement may only be amended or modified by a written document signed by all Partners.
13. Waiver
No waiver of any provision of this Agreement will be deemed or will constitute a waiver of any other provision, nor will any waiver constitute a continuing waiver unless otherwise expressly stated.
14. Assignment
No Partner may assign their Partnership interest without the prior written consent of all other Partners.
Partners:
Name: [Name]
Title: [Title]
Date: [Date]
Disclaimer
This template is provided for informational purposes only and does not constitute legal advice. Contraxly is not a law firm and does not provide legal services. You should consult a qualified attorney to obtain advice tailored to your situation. Use of this template is at your own risk, and no liability is accepted for its use.