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Partnership Agreements, Dissolutions and Disputes

Unfortunately, it is the case that some partnership agreements seem to be hastily written during the formation of businesses when newly forming companies are required to have formal documents to incorporate their business, obtain a tax identification number and the like. These agreements can fail to detail rights and responsibilities and oftentimes the partners themselves do not truly understand their obligations to one another and to the business itself, leaving them unprepared to settle conflicts or changes when they arise.   It is rare that new businesses take the time to contemplate what may happen in the future, if the business does not work or the partners choose to go their separate ways.  Our task here at Law & Mediation is twofold. We have the ability and experience to help newly forming business partnerships create their own tailored business partnership agreements which has the added benefit of outlining and exploring each of their duties and responsibilities with the other and their responsibility towards the business not just their financial shares and interests but also their procedures for buy-outs and sales, etc.

The other role that Law & Mediation finds itself engaging in is mediating issues that the partnership agreement that did not take into consideration such as the partners’ duties and responsibilities (the expectations the partners had of each other) or laying out paths to resolution when the partners are in dispute or roles are not clearly defined. Some of the many topics we help address are as follows:

  • Establishing a name for the partnership
  • Purpose of partnership
  • Term of partnership
  • Place of business
  • Capital contributions to the partnership
  • Withdrawal of Capital
  • Allocation of profits, losses, and draws
  • Partners’ authority
  • Partnership decision making
  • Management duties
  • Admitting new partners
  • Transferring partnership interest
  • Withdrawal or death of a partner
  • Dissolution of partnership
  • Resolving disputes