THIS DEED of Partnership made at _____ this first day of _____between _____ son of _____ resident of _____ of the FIRST PART, _____ son of _____ resident of _____ of the SECOND PART.
WITNESSETH THAT the parties hereto shall be and become partners on the following terms and conditions:
(1) The said partners will carry on the business of _____ in partnership at _____ and various other parts of India under the name and style of _____ with effect from _____.
(2) The partnership shall be for a period of _____ year unless previously determined in the manner hereinafter provided.
(3) The capital requisite for carrying on the partnership business is _____which shall be contributed by all the partners equally. Any further capital required from time to time shall be contributed by the partners in equal shares.
(4) The partnership firm shall open an account with _____, Branch or such other bank as the partners shall from time to time agree upon.
(5) All partnership moneys, cheques, pay orders, demand drafts and other instruments for money shall as and when received be paid into or deposited in the bank to the credit of the partnership account. The moneys received by the firm or any partner on behalf of the firm of any client or third person shall forthwith be deposited in the said bank to a separate clients account to be kept by the firm.
(6) Proper books of account and diaries shall be kept by the partners at the business premises and the same shall be available for inspection by all the partners at all times.
(7) Each partner shall make full and proper entries of all business transacted by him on account of the partnership and cheek up the bills for all such matters.
(8) Each partner shall devote his whole time and attention to the partnership business and no partner shall, without the consent of the other partners engage in any other business or hold any office or appointment, provided that each partner can provide free and voluntary service to his friends or relatives.
(9) Each partner shall be entitled to draw a sum of money every month, mutually decided by the partners from time to time on account of his accruing share of the net profits for the current year. If in any year the aggregate amount drawn out by any partner shall be found to exceed the amount of his share in the net profits on taking of the annual account, he shall forthwith repay the excess to the partnership.
(10) No partner shall pledge and credit the partnership except in the usual and regular course of the business or conduct any business for any person, company or firm, whom the other partners shall have previously in writing, forbidden him to deal with.
(11) The firm shall not charge for acting as _____ for a partner or the wife or any child or children of a partner or his, her, or their trustees, except out of pocket expenses or costs recovered against other parties in any proceedings or out of any estate or property the subject of any such proceedings and any costs recovered shall be credited to partnership account.
(12) No partner shall without the consent of the other partners:
(a) Engage directly or indirectly in any business other than that of the partnership.
(b) Engage or dismiss any clerk, junior or any other employee of the partnership or take any junior, except hereinafter provided.
(c) Employ any of the moneys of the partnership or clients or pledge the credit of the partnership except in the ordinary course of business and upon the account or for the benefit of the partnership.
(13) Each partner shall be entitled at any time to receive one junior to enable the latter to qualify as an _____ without paying any premium.
(14) The general account and balance sheet shall be taken and made as at the close of each year ending on the _____ and after the taking of the account, the same shall be audited by mutually decided _____, whose audit shall extend to the separate clients account and to all properties belonging to any client which are in the possession or custody of the firm.
(15) The net profits appearing on each such yearly account shall be divided in equal shares and such profits less such sums as may have been previously drawn on account by such partner, may be withdrawn by the partners respectively entitled thereto, as and when there shall be money at the said bank available for that purpose over and above the moneys necessary for the current expenses of the partnership business. However, if on taking annual account, it is found that any partner has drawn out more than the share of profits as ascertained thereby, he shall repay the excess to the partnership within __ days from the date of preparation of final annual account.
(16) If any partner dies during the continuance of the partnership and his legal representatives does not become partner of the firm due to any reason, the share of the partner so dying shall be purchased by the surviving partner and he shall pay the purchase price to the legal representatives of the deceased within ___ months from the death of the deceased partner. For calculating the purchase price, an account and balance sheet shall be taken up to the day of the death from the last previous annual account and the share in the capital and assets of the partnership including goodwill, office furniture, books and office papers shall be ascertained and the said sum along with the sum which upon taking of such account and balance sheet shall appear to be due to the deceased partner in respect of undrawn profits drawn to the date of his death shall be the purchase price. The value of the goodwill of the partnership business shall be taken to be a sum equal to two years purchase of the average net profits of the business for the _____ years next preceding the date of valuation as appearing from the annual accounts for those _____ years.
(17) On the death of the partner, the surviving partner will execute in favour of the legal representatives of the deceased partner, indemnity against the debts, liabilities, and obligations and the legal representatives shall also execute proper deeds and other instruments for vesting the share of the deceased partner in the partner or partners entitled thereto under the provisions of this deed.
(18) If either partner shall commit any breach of any of stipulations contained in this deed or if a partner becomes insolvent or shall become of unsound mind or incapacitated from attending to the partnership business for 6 months consecutively or if any partner retires, the partnership shall not dissolve and the provisions contained in clauses 16 and 17 hereof shall apply, and the other partner will have the right to include any other person in the partnership.
(19) The notice to the parties under this deed shall be deemed to be duly served, if the same shall be delivered to him personally or sent by post in a registered letter addressed to him at his usual or last known place of abode in India.
(20) If the partnership is determined by a notice by any partner or by any means not hereinbefore expressly provided for then, the partnership shall be wound up and assets distributed as provided by the _____.
(21) All disputes and differences which shall arise between the partners or between the partners and legal representatives of one or more partners or between their respective legal representatives and whether during or after the determination of the partnership relating to the rights and liabilities or interpretation of this deed or to any act or omission of either party or matter or things done or to be done in pursuance hereof, such disputes and differences shall be referred to mutually decided arbitration and his decision and award shall be final and binding upon the parties.
IN WITNESS WHEREOF, the parties have hereunto set and subscribed their respective hands the day, month and year first above written.