New York Limited Partnership Agreement
Set up a limited partnership between a general partner and several limited partners with this Limited Partnership Agreement template for the State of New York.
- Limited partners must purchase a minimum number of partnership units in accordance with a private placement offering. Limited partners will not be obligated to make additional capital contributions.
- Capital contributions not used for operations within a specified number of years will be returned, with deductions for offering expenses.
- Capital contributions cannot be withdrawn or reduced except as a result of the dissolution of the partnership.
- Partnership units may be transferred or assigned with the consent of the general partner.
- Additional general partners may be admitted, provided they have substantial means to protect the federal tax status of the partnership. Any additional general partners will not be entitled to share in the distributions allocable to the limited partners.
- Available in MS Word format.
- Intended for use only in the State of New York.
General Partnership Agreement | USA
Establish a general partnership with this comprehensive document template for USA partnerships.
This document serves as a comprehensive template for establishing a general partnership in the United States. It is designed to address key aspects of partnership formation, management, and dissolution, ensuring that all partners are aware of their rights and responsibilities under U.S. law.
Capital Contributions and Withdrawals
Any voluntary contributions or withdrawals of capital by a partner require the unanimous consent of all partners. This provision ensures that financial decisions impacting the partnership are agreed upon collectively, maintaining transparency and trust among the partners.
Division of Profits and Losses
All profits and losses generated by the partnership will be divided equally among the partners. This approach promotes fairness and equality, recognizing the shared efforts and contributions of each partner within the business.
Admission of New Partners
A new partner may only be admitted into the partnership if they match the initial capital contributions made by the existing partners. This requirement ensures that all partners have an equal financial stake in the business from the outset.
Dissolution of Partnership
The partnership will be dissolved under any of the following circumstances:
- upon the death, disability, or voluntary withdrawal of a partner; or
- if a partner fails to make a required capital contribution.
These conditions are set to protect the interests of the remaining partners and to provide clear guidelines for ending the partnership.
Non-Competition Agreement for Withdrawing Partners
Any partner who chooses to withdraw from the partnership must agree not to compete with the partnership. This non-competition clause is intended to safeguard the business and prevent conflicts of interest after a partner's departure.
Format and Jurisdiction
The template is available in Microsoft Word format for ease of editing and customization. It is governed by U.S. laws and is intended solely for use within the United States.
Limited Partnership Agreement | USA
Set up a USA limited partnership between a general partner and several limited partners with this Limited Partnership Agreement template.
- The General Partner will not be required to contribute any cash to the capital of the Partnership. The Limited Partners must each purchase a minimum number of units.
- The limited partners are not liable for the debts or liabilities of the Partnership and are not required to make additional capital contributions.
- The liability exposure of the limited partners is limited to the amount of the subscription paid by each of them for their partnership units.
- The General Partner has full authority in the management of the Partnership.
- The agreement includes provisions for withdrawal of the General Partner and assignment of a partnership interest. The Partnership has a right of first refusal to purchase the withdrawing partner's units.
- This template is provided in MS Word format and is easy to download and customize.
- Governed by U.S. laws and intended to be used only within the United States.
LLC Formation Agreement | USA
Set up a limited liability company in the U.S. under this LLC Formation Agreement between the members of the company.
- This is an informal preliminary agreement which the members can put in place so they can proceed with filing Articles of Organization and forming the company, prior to entering into a formal operating agreement.
- The members agree that this is a preliminary agreement only and that they intend to execute a more complex agreement within a reasonable time.
- The members will manage the business of the LLC and will vote according to their proportionate interests.
- The members are free to carry on other businesses as long as they do not compete or conflict with the business of the LLC.
- The members agree that disputes will be settled by arbitration.
- The LLC Formation Agreement can be used throughout the United States.
- Available as a fully editable MS Word document. Buy, download, edit to fit your circumstances, and have each party sign.
Letter of Intent for Software Development Partnership
Negotiate the terms of a formal agreement to set up a strategic partnership to develop new software titles with this Letter of Intent template.
- Key discussion points between the parties include ownership of the final software products; confidentiality; each partner's responsibilities with respect to developing, marketing and advertising of the products; and revenue splitting.
- The letter of intent is not intended to be legally binding upon the parties except to the extent of the discussions between them.
- This is a generic template which is not country specific and can be used anywhere.
- Available in MS Word format and fully editable.
Strategic Partner Reseller Agreement
Enter into an arrangement with a distributor to resell your products under this Strategic Partner Reseller Agreement.
- The reseller is granted a non-exclusive non-transferable license to market and sell the products to clients within a specified territory.
- The reseller is NOT granted the right to sub-license to other resellers or distributors.
- The supplier has the right to enter into reseller agreements with other distributors within the territory which are not in direct competition with the reseller.
- The reseller can either resell products directly to clients, or refer clients to the supplier.
- The Agreement contains a mutual confidentiality and non-disclosure clause.
