PARTNERSHIP AGREEMENT
of
Names of partners and business name

This Partnership Agreement is entered into this (date) by and between (owners’ names here), hereinafter referred to as the “Partners,” being all of the members, as follows:

PART I – NATURE OF PARTNERSHIP

TYPE OF PARTNERSHIP: The Partners desire to enter into a mutual (insert type of partnership here: General, Limited, etc.) Partnership.

NAME OF BUSINESS: The name of this Partnership is (business name). The Name shall not be used in a shortened form by the members or any employee of the Partnership.

TYPE OF BUSINESS: The Partnership shall engage in the general business of (insert business description here).

BUSINESS ADDRESS: The initial principal place of business of the Partnership and its mailing address will be (insert business address).

TERMS OF PARTNERSHIP: The Partnership shall continue until the Partners decide to terminate the Partnership.

PART II – FINANCIAL DETAILS

INITIAL CAPITAL CONTRIBUTION: The initial Partners have contributed capital as follows:

(Input name and dollar amount here).
(Input name and dollar amount here).
(Input name and dollar amount here).
(Input name and dollar amount here).

Said sums represent the initial capital accounts of said Partners. Any further requirements for capital shall be determined by unanimous agreement of the Partners and shall be contributed equally by all Partners at the time said contribution is required. No Partner shall have the right to any payment for the purpose of reducing his or her capital account except upon dissolution of the Partnership or withdrawal of a Partner as hereinafter set forth. Notwithstanding any differences in the capital accounts of the Partners, Partners shall share equally in all profits of the Partnership and shall bear all losses of the Partnership equally.

ADDITIONAL CAPITAL: Whenever it is determined by the written agreement of all Partners that the Partnership’s capital is or is presently likely to become insufficient for the conduct of it business, those Partners may call for additional contributions to capital. Such contributions shall be in equal ratio to each Partner’s Division of Profits and Losses hereunder.

VOLUNTARY CONTRIBUTIONS: No on Partner may make any voluntary contributions of capital to the Partnership without the written consent of all Partners.

INTEREST ON CAPITAL CONTRIBUTIONS: No Partner shall be entitled on his or her contributions of capital to the Partnership.

WITHDRAWAL OF CAPITAL: No Partner may withdraw capital from the Partnership without the written consent of all other Partners.

ACCOUNTING AND BOOKKEEPING: Complete and accurate accounts of all transactions of the Partnership shall be kept on proper books, and each Partner shall enter or cause to be entered therein a full and accurate account of all transactions made on behalf of the Partnership. These books of account shall be kept at the principal place of business and each of the Partners, or their representatives, shall at all times have access to and may inspect and copy any of them. The books of account shall be kept on a cash basis method of accounting.

FISCAL YEAR: The fiscal year of the Partnership shall be the calendar year.

ANNUAL REPORTS TO PARTNERS: As soon after the close of each fiscal year, the Partnership shall furnish to each Partner an annual report. This report shall consist of at least (a) a copy of the Partnership’s federal income tax returns for that fiscal year, (b) supporting income statement, (c) a balance sheet, (d) a cash flows statement, and (e) any additional information that the Partners may require.

DETERMINATION OF PROFIT AND LOSS: The Partnership’s net profit or net loss for each fiscal year shall be determined as soon as practicable after the close of that fiscal year in accordance with the accounting principles employed in the preparation of the federal income tax return filed by the Partnership for that year.

DIVISION OF PROFITS AND LOSSES: The Partnership’s profits and losses shall be shared amount the Partners as follows (adding up to 100%):

Partner name: X% of the total
Partner name: X% of the total
Partner name: X% of the total
Partner name: X% of the total

DISTRIBUTION TO PARTNERS: Each partner shall be entitled to draw against profits such amounts as shall from time to time by mutual agreement by all Partners. These amounts shall be charged to the Partner’s income accounts as they are drawn.

CAPITAL ACCOUNTS: An individual capital account shall be maintained for each Partner, and his or her initial capital contribution shall be credited to that account. Any additional contributions to the Partnership’s capital made by any Partner shall also be credited to that Partner’s individual capital account; however, no additional share of profits shall inure to any Partner because of changes or fluctuations in his or her capital account.

COMPENSATION: Members may be compensated for services actually rendered as from time to time may be unanimously agreed by all Partners.

DIVIDENDS: Distributions of Income may be declared by the unanimous consent of the Partners at any regular or special meeting. Partners shall share equally in any distribution of income. Partners shall retain income in the Partnership’s accounts in such sums as shall be determined for reserves for any business purpose or to equalize distributions.

BANKING: The Partnership shall maintain a bank account or bank accounts in its name in a national or state bank. Checks and drafts shall be drawn on said accounts for the company purposes only.

PART III – RIGHTS AND DUTIES

MANAGEMENT: Management of the Partnership shall be by the Partners, with each Partner having equal (or otherwise) authority in management decisions (specify authority break-up here if it is not equal).

No contract or other transaction between this Partnership and one or more of its members or any other corporation, firm, association or entity in which one or more of its members are directors or officers or are financially interested, shall be either void or voidable because of such relationship or interest, or because such member or members take part in the decision which authorizes, approves or ratifies such contract or transaction if: (a) the fact of such relationship or interest is disclosed or known to the other members which authorize, approve or ratify the contract or transaction

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