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# Partnership Agreement
**This Partnership Agreement ("Agreement") is made and entered into as of [Date], by and between the following parties:**
1. **[Partner 1 Name]**, residing at [Partner 1 Address] (hereinafter referred to as "Partner 1")
2. **[Partner 2 Name]**, residing at [Partner 2 Address] (hereinafter referred to as "Partner 2")
**Collectively referred to as the "Partners".**
## 1. Formation
The Partners hereby form a partnership under the name of [Partnership Name] (the "Partnership") to engage in the business of [Description of Business] (the "Business"). The principal office of the Partnership shall be located at [Principal Office Address].
## 2. Purpose
The purpose of the Partnership is to [describe the purpose and activities of the Partnership].
## 3. Term
The term of this Partnership shall commence on [Start Date] and continue until terminated in accordance with this Agreement.
## 4. Contributions
Each Partner shall contribute the following to the Partnership:
- **Partner 1 Contribution:** [Description of Contribution]
- **Partner 2 Contribution:** [Description of Contribution]
The Partners agree to contribute additional capital as may be required by the Partnership in proportion to their respective interests.
## 5. Profits and Losses
The net profits and losses of the Partnership shall be divided among the Partners in accordance with their respective ownership interests in the Partnership, as follows:
- **Partner 1:** [Percentage or Amount]
- **Partner 2:** [Percentage or Amount]
## 6. Management
1. The management of the Partnership shall be vested in the Partners.
2. All decisions shall be made by unanimous consent of the Partners.
## 7. Books and Records
The Partnership shall maintain complete and accurate books and records of its business. Each Partner shall have access to the books and records at all reasonable times.
## 8. Banking
All funds of the Partnership shall be deposited in the name of the Partnership in a bank account(s) designated by the Partners.
## 9. Withdrawals
No Partner shall withdraw any funds from the Partnership without the consent of the other Partner(s).
## 10. Indemnification
Each Partner shall indemnify and hold harmless the other Partner(s) from any losses, claims, damages, or liabilities incurred as a result of their own negligence or willful misconduct.
## 11. Termination
This Agreement may be terminated by mutual consent of the Partners or upon the occurrence of any of the following events:
1. Bankruptcy or insolvency of any Partner.
2. A Partner's death or incapacity.
3. Any other event that makes it impossible for the Partnership to continue its business.
## 12. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [State].
## 13. Amendments
This Agreement may be amended only by a written instrument signed by all Partners.
## 14. Miscellaneous
1. **Entire Agreement:** This Agreement constitutes the entire understanding between the Partners and supersedes all prior agreements and understandings.
2. **Severability:** If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
3. **Notices:** Any notices required under this Agreement shall be in writing and delivered to the addresses specified above.
**IN WITNESS WHEREOF**, the Partners have executed this Partnership Agreement as of the date first above written.
**Partner 1**: _______________________
[Partner 1 Name]
**Partner 2**: _______________________
[Partner 2 Name]
**Date**: [Date]
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This template may need to be customized to fit specific circumstances and legal requirements. It is advisable to consult with a legal professional when drafting a partnership agreement.