Partnership Agreement Form - Free Download | Page 2
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ARTICLE II
DEFINITIONS
The following terms, when used herein, unless the context indicates otherwise,
have the meanings assigned to them in this Article II:
(a) ADMINISTRATIVE AND OVERHEAD EXPENSES": Those customary, routine, and
necessary costs and expenses incurred or generated by the General Partner which are
associated with or attributable to administration of the business of the Partnership.
(b) "AGREEMENT": Shall mean this Agreement of Limited Partnership.
(c) "CERTIFICATE": Shall mean the Certificate of Limited Partnership.
(d) "COMMENCEMENT DATE": Shall mean the date of execution of this Agreement.
(e) "CONTRIBUTION PERCENTAGE": Shall mean the percentage which each Partner's
respective Capital Contribution bears to the total of all Capital Contributions.
(f) "GENERAL PARTNER": Shall mean _______________________.
(g) "LIMITED PARTNER": Shall mean _______________________.
(h) "CAPITAL CONTRIBUTIONS": Shall mean the initial contributions of the Limited
Partner which shall aggregate not less than $____________(dollars).
(i) "PARTNER": Shall mean both the General Partner and the Limited Partner.
(j) "PARTNERSHIP PROPERTY": Shall mean all property owned or acquired by the
Partnership.
(k) "PAYOUT": Shall mean the date as of which the Limited Partner has received cash
distributions from the Partnership aggregating 100% (one hundred percent) of his Capital
Contributions.
(l) "SHARING PERCENTAGES": Shall mean the percentage in which each Partner
shares in the costs, revenues, and items of income, gain, loss, deduction, and credit
arising therefrom and cash and/or property distributions of the Partnership, as more
particularly set out in Articles IV, VII, and VIII of this Agreement.
ARTICLE III
TERM OF THE PARTNERSHIP
3.01 The Partnership shall be effective as to the General Partner and the Limited
Partner from and after the date first above shown and shall continue in existence
until December 31, 1999, at which time it shall terminate unless sooner
terminated pursuant to any provisions of this Agreement.
ARTICLE IV
SHARING PERCENTAGES OF PARTNER
4.01 TAX LOSSES PER FORM 1065:
(a) The Sharing Percentages of the Partners from commencement date until losses as
per Form 1065 equal the amount of their respective capital contributions shall be:
