When starting a limited partnership, it is essential to have a contract that outlines the terms and conditions of the partnership. A limited partnership agreement is a legal document that sets out the terms of the partnership and defines the roles and responsibilities of each partner. Here is a sample of a limited partnership contract that can serve as a guide when drafting your own agreement.

Introduction

This limited partnership agreement (“Agreement”) is entered into on [insert date] by and between [insert general partner name] (the “General Partner”) and [insert limited partner name(s)] (the “Limited Partner(s)”). The General Partner and Limited Partner(s) agree to form a limited partnership (the “Partnership”) under state law.

Purpose of the Partnership

The purpose of the Partnership is to [insert purpose of the Partnership].

Term of the Partnership

The Partnership shall commence on the date of this Agreement and shall continue until terminated in accordance with this Agreement.

Capital Contributions

The Limited Partner(s) shall contribute to the Partnership the following capital contributions [insert amount and form of contribution, e.g., cash or property]. The General Partner shall not be required to contribute any capital to the Partnership.

Allocation of Profits and Losses

The profits and losses of the Partnership shall be allocated among the General Partner and Limited Partner(s) in accordance with their respective percentage interests in the Partnership.

Management of the Partnership

The General Partner shall manage the Partnership and shall have the power to make all decisions regarding the operation of the Partnership, subject to the terms of this Agreement.

Limited Partner Liability

The Limited Partner(s) shall not be liable for the Partnership`s debts or obligations beyond their capital contributions.

Withdrawal of Limited Partner

A Limited Partner may only withdraw from the Partnership upon [insert criteria for withdrawal, e.g., written notice to the General Partner, 30 days prior notice, etc.].

Termination of the Partnership

The Partnership may be terminated by [insert criteria for termination, e.g., mutual agreement of the partners, liquidation of the Partnership, etc.].

Dispute Resolution

Any disputes arising under this Agreement shall be resolved in accordance with [insert method of dispute resolution, e.g., arbitration, mediation, etc.].

Conclusion

A limited partnership contract is an important document that outlines the terms and conditions of a partnership. It helps to define the roles and responsibilities of each partner and ensures that the partnership operates smoothly. When drafting your own contract, consider the specific needs and goals of your partnership, and consult with a legal professional experienced in limited partnerships.