Toolkit: Plan, Launch, and Build

Sale of Partnership Interest

This document creates an agreement between a buyer and a seller for the purchase of the seller's interest in a specific partnership. This document sets forth the purchase price, the units purchased, and the closing date. In addition, a financial statement of the partnership can be attached under “Exhibit A” of this document. This document contains numerous standard provisions that are commonly included in these types of agreements, and may be customized to fit the specific needs of the contracting parties. This document can be used by individuals or small businesses to transfer an interest in a partnership from one party to another.



Sale of Partnership Interest
View entire document as plain text
This document creates an agreement between a buyer and a seller for the purchase of
the seller's interest in a specific partnership. This document sets forth the purchase
price, the units purchased, and the closing date. In addition, a financial statement of the
partnership can be attached under “Exhibit A” of this document. This document
contains numerous standard provisions that are commonly included in these types of
agreements, and may be customized to fit the specific needs of the contracting parties.
This document can be used by individuals or small businesses to transfer an interest in
a partnership from one party to another.
                   SALE OF PARTNERSHIP INTEREST

                       AGREEMENT OF PURCHASE AND SALE

                              OF PARTNERSHIP UNITS IN

                        _____________________________________
                                  (the “Partnership”)

THIS AGREEMENT, hereinafter referred to as the “Agreement” made effective the ____ day
of ________, 2______.

B E T W E E N:
                            ______________________________

                            (hereinafter referred to as the “Vendor”)

                                                                           OF THE FIRST PART;
                                           - and -

                            ______________________________

                            (hereinafter referred to as the “Purchaser”)

                                                                        OF THE SECOND PART;

WHEREAS:

1.      The Vendor is the registered and beneficial owner of __________ (____%) percent of the
issued and outstanding partnership units in (the "Partnership") as follows:

              Owner                                                         Units Owned
2.     The Purchaser wishes to purchase and the Vendor wish to sell their issued and
outstanding partnership units in the capital of the Partnership on the terms and conditions herein
contained.

NOW THEREFORE in consideration of the premises and the mutual agreements and covenants
herein contained, the parties hereto hereby covenant and agree as follows:

                                         I. Interpretation

   1. Defined Terms.

In this Agreement and in the schedules hereto, unless there is something in the subject matter or
context inconsistent therewith, the following terms and expressions will have the following
meanings:

       A. “Assumed Liabilities” means the outstanding principal balance together with all
          accrued and unpaid interest thereon and any other charges in connection therewith of
          all Encumbrances of the Partnership as at the Effective Date;

       B. “Business” means the business carried on by the Partnership which primarily
          involves _____________________;

       C. “Business Day” means any day other than a day which is a Saturday, a Sunday or a
          statutory holiday in the State of ______________;

       D. “Closing Date” means _______________ or such other date as may be agreed upon
          by the parties hereto;

       E. “Closing Time” means ________ a.m./p.m. on the Closing Date or such other time
          on the Closing Date as the parties hereto may agree upon;

       F. “Condition” of the Partnership means the condition of the assets, liabilities,
          operations, activities, earnings, prospects, affairs or financial position of the
          Partnership;

       G. “Control” means, with respect to any Partnership, the ownership of more than 50%
          of the voting units of that Partnership, including any units which are voting only upon
          the occurrence of a contingency where such contingency has occurred and is
          continuing;

       H. “Effective Date” means the ____ day of __________, 2____;

       I. “Encumbrances” means mortgages, charges, pledges, security interests, liens,
          encumbrances, actions, claims, demands and equities of any nature whatsoever or
            howsoever arising and any rights or privileges capable of becoming any of the
            foregoing;

       J.    “Financial Statements” means the consolidated financial statements of the
            Partnership as at and for the fiscal year ended ____________, consisting of a balance
            sheet, an income statement, a statement of changes in financial position and statement
            of retained earnings and deficit together with the notes thereto all prepared in
            accordance with generally accepted accounting principles, consistently applied and
            attached hereto as Schedule A;

       K. “Licenses” means all of the licenses, registrations and qualifications to do business
          held by the Partnership;

       L. “Partnership Agreement” means the Agreement dated ____________ between
          _____________ an

Documents are provided by DocStoc and are not a product of Businessweek editorial

Asean Is an Attractive Business Destination: Kim Play

Asean Is an Attractive Business Destination: Kim

Feed Most Popular