This Partnership Agreement (the “Agreement”) is made and entered into this [insert date here] (the “Effective Date”). The Partners in this Agreement are as follows:
The Partners of this Agreement agree to the following:
This Partnership will be known as [insert legal name] (the “Partnership”).
The Partners will make an initial contribution to the Partnership as follows:
Contributions will be submitted no later than [insert date]. All capital contributions are final unless all partners give written consent of withdrawal. All contributions will be deposited into an individual capital account.
The Partners’ ownership interest in the Partnership will be as follows:
The Partners’ authority will be defined by the following unless otherwise stated in the Agreement: Any decisions requiring a contract or otherwise will require a unanimous vote by all Partners.
The Partnership qualifies and agrees to opt-out of appointing a partnership representative under 26 U.S. Code § 6221.
The Partners will share costs according to the following percentages:
The Partners will share the net profits of the Partnership according to the following percentages:
The Profits will be accounted for by [insert name] and distributed at the end of the month according to the above percentages after the costs of the Partnership have been paid according to the above cost percentages.
All Partners must give their unanimous consent if a permanent salary is to be established and their unanimous consent for the amount of salary to be given to each Partner.
The Partnership will amend this agreement to include new partners upon the written and unanimous vote of all Partners.
The name of the Partnership may be amended if a new Partner is added to the Partnership upon the written and unanimous vote of all Partners.
The Partners hereby reserve the right to withdraw from the Partnership at any time. Should a Partner withdraw from the Partnership because of choice or death, the remaining Partners will have the option to buy out the remaining shares of the Partnership. Should the Partners agree to buy out the shares, the shares will be bought in equal amounts by all Partners. The Partners agree to hire an outside firm to assess the value of the remaining shares. Only upon the partners’ unanimous agreement will the outside firm’s valuation of the shares be considered final. The Partners will have [insert number] days to decide if they want to buy the remaining shares together and disperse them equally. If all Partners do not agree to buy the shares, individual Partners will then have the right to buy the shares individually. If more than one Partner requests to buy the remaining shares, the shares will be split equally among those Partners wishing to purchase the shares. Should all Partners agree by unanimous vote, the Partnership may choose to allow a non-Partner to buy the shares thereby replacing the previous Partner.
If no individual Partner(s) finalizes a purchase agreement by [insert number] days, the Partnership will be dissolved.
The name of the Partnership may be amended upon the written and unanimous vote of all Partners if a Partner is successfully bought out.
Should the Partnership be dissolved by unanimous vote, the Partnership will be liquidated, and the debts will be paid. All remaining funds after debts have been paid will be distributed based on the percentage of ownership interest outlined in this Agreement.
IN WITNESS WHEREOF, this Agreement has been executed and delivered in the manner prescribed by law as of the Effective Date first written above.
By: ___________________________________ Date: __________________