Free Delaware Partnership Agreement

IN CONSIDERATION OF and as a condition of the Partners entering into this Agreement and other valuable consideration, the receipt and sufficiency of which consideration is acknowledged, the parties to this Agreement agree as follows:

Place of Business

Partner Contribution Description Agreed Value
$______________________ USD
$______________________ USD

Withdrawal of Capital

Interest on Capital

Profit and Loss

Compensation for Services Rendered

Books of Account

  1. a statement of all information as will be necessary for the preparation of each Partner's income or other tax returns;
  2. a copy of the Partnership's federal income tax returns for that fiscal year;
  3. a breakdown of the profit and loss attributable to each Partner; and
  4. any additional information that the Partners may require.

Banking and Partnership Funds

Contract Binding Authority

Admitting a New Partner

Voluntary Withdrawal of a Partner

Involuntary Withdrawal of a Partner

Dissociation of a Partner

Distribution of Property on Dissolution of Partnership

  1. in satisfaction of liabilities to creditors except Partnership obligations to current Partners;
  2. in satisfaction of Partnership debt obligations to current Partners; and then
  3. to the Partners according to the Dissolution Distribution described above.

Valuation of Interest

Title to Partnership Property

Duty of Loyalty

Duty of Accountability for Private Profits

Duty to Devote Time

  1. "Additional Capital Contributions" means Capital Contributions, other than Initial Capital Contributions, made by Partners to the Partnership.
  2. "Capital Contribution" means the total amount of cash or Property contributed to the Partnership by any one Partner.
  3. "Dissociated Partner" means any Partner who is removed from the Partnership through a voluntary or involuntary withdrawal as provided in this Agreement.
  4. "Expulsion of a Partner" can occur on application by the Partnership or another Partner, where it has been determined that the Partner:
    1. Has engaged in wrongful conduct that adversely and materially affected the Partnership's business;
    2. Has willfully or persistently committed a material breach of this Agreement or of a duty owed to the Partnership or to the other Partners; or
    3. Has engaged in conduct relating to the Partnership's business that makes it not reasonably practicable to carry on the business with the Partner.

    IN WITNESS WHEREOF the Partners have duly affixed their signatures under hand and seal on this 3rd day of _____________ .

    SIGNED, SEALED, AND DELIVERED

    in the presence of:

    Witness Name: ____________________________

    Witness Name: ____________________________

    Partnership Agreement in Delaware

    Title 8 of Delaware’s Code stipulates that partners in legal partnerships can adopt partnership agreements. This code stipulates that the partnership agreement document details the relationship between the partners; specifically, the general and the limited partners, and their relationship with the partnership itself.

    While the law is clear that this partnership agreement is not a legally required document (necessity), it is essential and recommended since it results in seamless operations of the business.

    The other names for this document that are recognized by the law include a business partnership agreement, general partnership agreement, articles of partnership, or a partnership contract.

    If you are getting ready to draft a partnership contract, the first step you’d take would be to download our printable and editable free Delaware partnership agreement. This legal partnership agreement template offers a detailed overview of what should be in your partnership agreement to not only ensure ease of daily operations but also to improve the success of the business in the long run.

    Note that the partnership agreement in Delaware is legally binding, and though it isn’t a necessity, it’s crucial to have it in place. The best bit is that the partnership agreement doesn’t require notarization to be legally enforceable – it only needs the signatures of the partners.

    Essential Sections of the Delaware Partnership Agreement

    As an agreement between at least two people going into business together, the partnership contract must have clauses that stipulate different functions and conditions that ensure the continuity of the business. These clauses include: