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General Partnership Agreement  Template1
PARTNERSHIP AGREEMENT
THIS PARTNERSHIP AGREEMENT effective as of the 1
st
day of October,
2003.
BETWEEN:
[l], incorporated under the laws of [l].
(hereinafter “X”)
OF THE FIRST PART,
- and -
[l], incorporated under the laws [l].
(hereinafter “Y”)
OF THE SECOND PART.
WHEREAS X and Y entered into the Partnership (as defined herein) effective as of
October 1, 2003 on the terms and conditions hereinafter set forth;
AND WHEREAS from and following [l], the Partnership acquired certain assets
required by it to carry on its business;
NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of
the premises and the mutual covenants, agreements and conditions herein contained, it is hereby
covenanted, agreed and declared by and among the Partners (as defined herein) as follows:
ARTICLE 1 – INTRODUCTION
1.1 Definitions.
In this Agreement (as defined herein), unless there is something in the subject matter or
context inconsistent therewith, the following terms shall have the respective meanings ascribed
below:
(a) Accountantsmeans such firm of accountants as the Partners may from time to
time determine to be the accountants of the Partnership (as defined herein);
(b) Agreement”, this Agreement”, hereto”, herein”, hereby”, hereunder
and similar expressions refer to this Agreement and not to any particular Article,
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