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General Partnership Agreement3 Page 5
Sample Partnership Agreement 3
LOMAS Administrative Form
Form No.09689, page 5 of 16
other partner will be solely responsible for all obligations arising from said service contract.
D. Partnership Operation. The partnership will be responsible for collection of
receipts, accounting as hereafter described, and payment of specific operating expenses of the
partnership business.
1. The partnership will pay expenses of the operation of its legal practice
except those described in the following subparagraph. The partners specifically intend that the
partnership shall pay operating expenses including but not limited to the following: general
operation and office expenses; charitable contributions; entertainment and travel; automobile
expenses; library expenses; rental on real or personal property used by the partnership in the
course of its partnership business; salaries, benefits and payroll taxes for office employees
including associated attorneys, secretarial and bookkeeping staff, malpractice insurance; license;
conventions and seminars; filing fees; postage; professional services; utilities and referral fees.
2. Unless otherwise agreed the partners intend that the partnership will not
pay the following types of expenses attributable to each partner corporation; Bar dues; salaries of
officers or professional employees of partner corporations and payroll taxes related thereto; and
contributions to pension or profit sharing plans of partners.
E. Release or Discharge of Obligations Due Partnership. No partner shall, without
the consent of the partnership, in writing, compound, release or discharge any debt which shall be
due or owing to the partnership, without receiving the full amount thereof.
F. Employment and Dismissal of Personnel. Any partner shall have the right to hire
or dismiss any person in the employment of the partnership without the consent of the other
partner; provided, however, that any oral or written employment contract will be subject to
Section C of this Article.
G. Indemnity by Partnership. The partnership will indemnify each partner for
payments made and personal liabilities reasonably incurred by each partner in the ordinary and
proper conduct of the partnership business, or for the preservation of its business or property.
H. Bank Deposits and Accounts. Unless all the partners consent otherwise, all
partnership funds shall be deposited in the name of the partnership in accounts in banks or
brokerage companies with offices located within _________________. The checks, drafts or
other withdrawal slips drawn on such partnership accounts may be signed by an officer of either
Profits, Losses and Distributions
A. Sharing of Profits. The partners shall be entitled to share in the net profits arising
from the operation of the partnership after payment of the expenses described in paragraph D.1.
of Article IX. Each partner shall be entitled to share in the net profits in the following
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