Partnership Deed

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This Partnership Deed ("Deed") is made on the 1st of January, 2060, by and between:

[YOUR NAME], residing in New York, NY 10001, hereinafter referred to as "Partner 1,"

AND

Sarah Mitchell, residing in Los Angeles, CA 90001, hereinafter referred to as "Partner 2,"

Collectively referred to as "Partners" and individually referred to as a "Partner."

The Partners wish to enter into a partnership for the purpose of consulting services under the terms and conditions set forth in this Deed.

NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the Partners hereby agree as follows:

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1. Name and Business of the Partnership

The Partnership shall be conducted under the name [YOUR COMPANY NAME], and its principal place of business shall be located in [YOUR COMPANY ADDRESS].

The primary purpose of the Partnership shall be to engage in the business of management and strategic consulting services and any other activities the Partners may agree upon from time to time.

2. Capital Contributions

Each Partner agrees to contribute capital to the Partnership as follows:

• Partner 1 ([YOUR NAME]) shall contribute $100,000.

• Partner 2 (Sarah Mitchell) shall contribute $100,000.

These contributions may be in the form of cash, property, or services, as specified in this Deed. No additional capital contributions shall be required unless agreed upon in writing by all Partners.

3. Profit and Loss Sharing

The Partners shall share the net profits and losses of the Partnership as follows:

• Partner 1: 50%

• Partner 2: 50%

The net profits and losses shall be determined at the end of each fiscal year and distributed within 60 days.

4. Management and Authority

All Partners shall have equal rights in the management of the Partnership and shall devote their best efforts to its success. Any decision that materially affects the Partnership’s operation or its financial stability shall require the unanimous consent of all Partners.

Significant decisions, including acquiring loans, purchasing property, or entering into binding contracts exceeding $50,000, shall require written approval from all Partners.

5. Duties and Responsibilities

Each Partner shall have the following duties and responsibilities:

• Partner 1 ([YOUR NAME]): Responsible for overseeing financial management and developing client acquisition strategies.

• Partner 2 (Sarah Mitchell): Responsible for leading project execution and maintaining client relations.

The duties of each Partner may be modified from time to time by mutual consent.

6. Withdrawal, Death, or Incapacity of a Partner

In the event of a Partner’s withdrawal, death, or incapacity, the remaining Partner(s) shall have the option to either dissolve the Partnership or purchase the withdrawing Partner’s interest. The terms of such a buyout shall be as follows:

• Valuation: The withdrawing Partner’s interest shall be valued based on the most recent financial statements or as agreed upon by the Partners.

• Payment: Payment for the withdrawing Partner’s interest shall be made within 90 days in cash.

If a Partner dies, their legal representative or heir shall be entitled to receive the value of the deceased Partner’s interest in the Partnership.

7. Dissolution of Partnership

The Partnership may be dissolved under the following circumstances:

• Mutual consent of the Partners.

• Withdrawal, death, or incapacity of a Partner, unless the remaining Partner(s) elect to continue the business.

• The occurrence of an event that makes the continuation of the business illegal or impractical.

Upon dissolution, the Partnership's assets shall be liquidated, and all debts and obligations shall be settled. Any remaining assets shall be distributed to the Partners in proportion to their ownership interest.

8. Dispute Resolution

In the event of any dispute arising between the Partners in relation to this Deed or the operation of the Partnership, the Partners shall first seek to resolve the dispute amicably through good-faith negotiations.

If the dispute cannot be resolved within 30 days, the matter shall be submitted to mediation, and if mediation is unsuccessful, the dispute shall be finally settled by arbitration in accordance with the rules of the American Arbitration Association. The decision of the arbitrator shall be final and binding.

9. Governing Law

This Partnership Deed shall be governed by and construed in accordance with the laws of the State of California, and the Partners hereby submit to the exclusive jurisdiction of the courts of that state.

10. Miscellaneous Provisions

• Entire Agreement: This Deed constitutes the entire agreement between the Partners and supersedes all prior negotiations, understandings, and agreements.

• Amendments: Any amendments or modifications to this Deed shall be made in writing and signed by all Partners.

• Severability: If any provision of this Deed is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

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IN WITNESS WHEREOF, the Partners have executed this Partnership Deed as of the date first above written.

[YOUR NAME]

Sarah Mitchell

Jack Devis, Witness

Alex Johnson, Witness

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