This template is designed for Alliance for Contractors premium members. Included benefits: Partnership mediation services, legal document review, and access to our network of legal experts specialized in contractor partnerships.
Partnership Name:
Date of Agreement:
State of Formation:
This Partnership Agreement ("Agreement") is entered into on by and between the following parties ("Partners"):
Partner 1:
Name:
Address:
License Number:
Partner 2:
Name:
Address:
License Number:
The partnership is formed for the purpose of conducting contracting business, including but not limited to:
This partnership shall commence on and shall continue until dissolved in accordance with the terms of this Agreement.
Each partner shall contribute the following initial capital:
Additional capital contributions may be required by unanimous consent of all partners. The failure of any partner to make required additional contributions may result in dilution of their ownership percentage or other remedies as determined by the remaining partners.
Individual capital accounts shall be maintained for each partner, reflecting initial contributions, additional contributions, allocated profits and losses, and distributions.
Net profits of the partnership shall be distributed among partners in the following percentages:
Net losses shall be allocated among partners in the same percentages as profit distribution, unless otherwise agreed in writing.
Profit distributions shall be made (monthly/quarterly/annually) following the close of each accounting period, subject to cash flow requirements and capital reserve needs.
Premium members receive quarterly financial reviews and profit optimization consultations. Our advisors help maximize partnership profitability while maintaining healthy cash flow.
The partnership shall be managed by:
The following decisions require unanimous consent of all partners:
Each partner is authorized to bind the partnership in the ordinary course of business up to $ per transaction without consent from other partners.
Partner 1 Responsibilities:
Partner 2 Responsibilities:
Each partner agrees to devote hours per week to partnership business and shall not engage in competing business activities without written consent of other partners.
Partners shall perform their duties with the skill and diligence of a reasonable contractor and in the best interests of the partnership.
The partnership shall maintain business accounts at . Check signing authority shall be held by:
Complete and accurate books of account shall be maintained using accounting method. All partners shall have access to partnership books and records.
Annual financial statements shall be prepared by and distributed to all partners within 90 days of year-end.
Partner designated as Tax Matters Partner:
The partnership shall maintain the following insurance coverage:
Partners shall be jointly and severally liable for partnership obligations. Internal allocation of liability shall follow ownership percentages unless specific negligence or misconduct is attributable to an individual partner.
Any disputes arising under this Agreement shall first be submitted to mediation through a qualified mediator agreed upon by the parties.
Premium members receive priority access to our network of construction industry mediators and conflict resolution specialists. Professional mediation services included with premium membership.
If mediation fails, disputes shall be resolved through binding arbitration in under the rules of the American Arbitration Association.
This Agreement shall be governed by the laws of .
During the term of this partnership and for years following termination, partners agree not to compete directly with the partnership within miles of current operations.
Partners shall maintain confidentiality of all proprietary business information, customer lists, trade secrets, and financial information of the partnership.
Partners agree not to solicit partnership employees or customers for years following termination of this Agreement.
The partnership shall be dissolved upon:
Partnership assets shall be valued by independent appraisal. Business goodwill shall be valued at times average annual net income for the preceding three years.
In case of withdrawal or termination of a partner, remaining partners may purchase the departing partner's interest at fair market value, payable over years at % annual interest.
This Agreement may only be amended by written document signed by all partners.
If any provision of this Agreement is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect.
This Agreement shall be binding upon the heirs, executors, administrators, and assigns of the parties.
Before executing this agreement, premium members receive complimentary legal review by our network attorneys. Schedule your review through the Alliance member portal or contact support.
Partner 1:
Signature
Print Name:
Date:
Partner 2:
Signature
Print Name:
Date:
Witness:
Signature
Print Name:
Date:
Notary Public:
Signature and Seal
My commission expires: