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Partnership Agreement Page 2
11. SHARING OF PROFITS AND LOSSES: Net profits and losses of the Partnership
shall inure to, and be borne by, the partners, in proportion to the value of each of their
capital accounts as of the recognition date of the event.
12. BOOKS OF ACCOUNTS: Books of account of the transactions of the Partnership
shall be kept and at all times be available and open to inspection and examination by
any partner.
13. ANNUAL ACCOUNTING: Each fiscal year, a full and complete account of the
condition of the Partnership shall be made to the partners.
14. BANK ACCOUNT(S): The Partnership may select a financial institution or
institutions for the purpose of opening a Partnership bank account or accounts. Funds
deposited in said Partnership bank account(s) shall be withdrawn by checks signed by
any officer designated by the Partnership.
15. BROKER ACCOUNT: None of the partners of this Partnership shall be a broker.
However, the partnership may select a broker and enter into such agreements with the
broker, as required for the purchase or sale of assets. Assets owned by the Partnership
shall be registered in the Partnership name unless another name shall be designated by
the Partnership.
16. NO COMPENSATION: No partner shall be compensated for services rendered to
the Partnership, except reimbursement for expenses.
17. PARTNERSHIP DUES. Should a partner’s dues reach 6 months delinquency, the
club will take ownership of an equal portion of the partners club assets to cover
this debt.
18. DEATH OR INCAPACITY OF A PARTNER: In the event of the death or incapacity
of a partner (or the death or incapacity of the grantor and sole trustee of a revocable
living trust, if such trust is partner pursuant to Paragraph 16A hereof), receipt of notice
shall be treated as a notice of full withdrawal. Liquidation and payment of the partner's
account shall proceed in accordance with paragraphs 19 and 24.
19. AUTOMATIC WITHDRAWAL: Should a partners total annual contributions, not
including club dues, not meet or exceed $150, the partner will automatically be
removed from the partnership.
20. ENTITY PARTNERS. An entity other than an individual person may not apply
for membership in the partnership.
21. FORBIDDEN ACTS:: No partner shall:
25A. Have the right or authority to bind or obligate the Partnership to any extent
whatsoever with regard to any matter outside the scope of the Partnership
25B. Except as provided in paragraph 16A, without the unanimous consent of all the
other partners, assign, transfer, pledge, mortgage or sell all or part of his interest in
the partnership to any other partner or other person whomsoever, or enter into any
agreement as the result of which any person or persons not a partner shall become
interested with him in the Partnership.
25C. Purchase an investment for the Partnership where less than full purchase price
is paid for same (i.e on margin or via a loan).
25D. Use the Partnership name, credit or property for other than Partnership
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Partnership Agreement