PARTNERSHIP BETWEEN TWO TRADERS FOR A NUMBER OF YEARS, DETERMINABLE AFTER SIX MONTHS NOTICE
This Deed of Partnership made the……….. day of………20…. Between A of etc., of the one part and B of the other part.
Witnesseth that it is hereby mutually agreed that the said parties hereto shall become partners upon the following tern
1. The partnership business shall be that of and shall be carded on at……………….. or at such other place as may be from time to time agreed upon.
2. The partnership shall commence on the ... ... day of .............. and shall continue for the term of three years from that day and thereafter until determined as provided hereafter.
3. The name of the firm shall be……………………..
4. My partner may determine the partnership at any time after expiry of the aforesaid term of three years on giving not less than six calender months previous notice in writing to the other partner of his intention in that behalf and at the expiration of such notice the partnership shall be considered dissolved.
5. The capital of partnership shall be Rs…………… to be contributed by the partners in equal shares. In case further capital is required for the business of the partnership the same shall be contributed by the partners in equal shares.
6. The net profits of the partnership shall be divided between the partners in equal shares and they shall bear all losses in the same proportion..
7. The Bankers of the partnership shall be .................. Bank, Limited, and the account therein shall be in the firm’s name and all cheques thereon shall be drawn by both the partners.
8. Each partner may draw out of the banking account of the firm sums not exceeding……………. per month, but if on taking the annual general account the sum drawn by any partner during any year shall exceed his share of profits for the year, he shall refund the excess with interest (@)…………. p.a.
9. All necessary and proper books of account shall be kept by the partner ship and shall not be removed from the place of business without the consent of both partners. The account books shall be open to inspection by each of the partners, who shall be entitled to take such extracts therefrom as they think fit.
10. A general account shall be taken each year on the ............ ... day of the as sets and liabilities and of the profits and losses of the partnership and shall be audited by a firm of Chartered Accountants and shall be signed by each partner. Such account can be opened only if any error is discovered within three months after the signing thereof, in which case such error can be corrected. After the general account has been so signed, the net profits shall be divisible between the partners in the proportions laid down in paragraph 6 supra.
11. Each partners shall:
(a) devote his whole time and attention to the business of the partnership;
(b) carry on the business of the firm to the greatest common advantage;
(c) be just and faithful to each other and shall render true accounts and full information of all things affecting the firm to the other partner or the legal representative;
(d) pay his separate and private debts and indemnify the other partner or partnership assets against all proceedings, claims or demands in respect thereof.
12. Neither partner shall without the consent of the other –
(a) carry on any business other than that of the firm of which he is a partner;
(b) assign or mortgage his shares or interest in the partnership;
(c) compound, relinquish or discharge any debt which shall be due or owing to the partnership without receiving the full amount;
(d) draw or accept or endorse any bill of exchange or promissory note on account of the partnership;
(e) dispose of by loan, pledge, sale or otherwise any part of the partner ship property;
(f) lend money or give credit to or have any dealings on behalf of the partnership with any person whom the other partner shall have previously forbidden to trust or deal with;
(g) except in case of gross misconduct, dismiss any person in the employment of the firm.
(h) buy any property or goods or articles for the use of the partnership exceeding the value of………………
13. If during the continuance of the partnership, any partner dies or becomes bankrupt, the remaining partner shall have the option of purchasing his share on giving written notice within three months from his death or bankruptcy to his legal representative or Trustee in bankruptcy. The purchase-price shall be the amount of the share of deceased or outgoing partner as determined at the last general annual account plus interest at 6% p.a. thereon up to the date of the purchase, or if no such account had been taken, the amount credited to him as his share in the capital at the commencement of the partnership plus interest at the aforesaid rate.
14. All disputes which shall arise between the partners or their legal representatives about the interpretation of this deed or their rights and liabilities thereunder or in relation to any other matter whatsoever touching the partnership affairs shall be referred to arbitration by two arbitrators, one to be appointed by each partner or his legal representative under the provisions of the Indian Arbitration Act 1940, or in case of the neglect or refusal of either partner or his legal representative to appoint an arbitrator within one month after being requested in writing so to do by the other partner, by a single arbitrator nominated by the other partner.
In witness whereof the parties have hereto set their hands in the presence of witnesses.