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Principles Of A Partnership Contract

Decent Essays

This Partnership Agreement (the “Agreement”) made and entered into this 6th day of September (the “Execution Date”).

Between: Eric Wilmot of Minnesota and Renee Harmeau of Minnesota (individually the “Partner” and collectively the “Partners”).
Background:
a. The Partners wish to associate themselves as partners in business.
b. This Agreement sets out the terms and conditions that govern the Partners within the Partnership.
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 agrees as follows: Formation
1. By this Agreement the Partners enter into a general partnership in …show more content…

Then the agreement can include clauses about Interest on Capital, Financial Decisions, Profit and Loss would be an important one to include, Books of the Account (since in one of the case studies one of the partners was mismanaging their books), Annual Reports, Management, Transfer of Partnership Interest, or Voluntary/Involuntary Withdrawal of a Partner. Also, this agreement should include liability, governing law, definitions, and miscellaneous.
Source used: LawDepot.

Part 2:
Problem 5:

The default rules of the RUPA would only allow them to receive a share of the profits. From this problem, there will be no profits for a while. They should create a provision in their agreement with Black Rock LLC that Ha Carney and Trish Protura receive some designated monthly salary and Black Rock LLC could receive a higher share of any profits starting after the 6th year. This could create motivation for Carney and Protura to be more motivated in the success of the business.

Problem 8:

Terry Powell is correct that both Jimmy Tosh and Tosh Farms both had liability for the harm caused. A general partnership as stated in the problem, means that each partner shares according to their stated investment in the firm. If one incurs a liability then the other partner does as well (as long as it is not stated differently in their agreement). This was mentioned in the Ederer v. Gursky case that Partnership Law § 26. Since

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