Limited Partnership Agreement

1.	FORMATION

2.	NAMES AND PLACE OF BUSINESS

3.	TERM OF PARTNERSHIP

4.	CONTRIBUTIONS OF CAPITAL

5.	PROFITS AND LOSSES

6.	OWNERSHIP OF PARTNERSHIP PROPERTY

7.	FISCAL MATTERS

8.	MANAGEMENT OF PARTNERSHIP AFFAIRS

9.	LIABILITIES

10.	PROHIBITED TRANSACTIONS


11.	RESTRICTIONS ON TRANSFERS

12.	TERMINATION OF THE PARTNERSHIP

13.	REPRESENTATIONS AND WARRANTIES OF LIMITED PARTNERS

14.	COMPENSATION OF GENERAL PARTNER

15.	LIMITED PARTNERS' RIGHT TO SELL PARTNERSHIP PROPERTY

16.	MISCELLANEOUS PROVISIONS

Document Description:

A Limited Partnership Agreement is a special type of partnership agreement that identifies and distinguishes the Limited Partners (“LPs”) and General Partners (“GPs”) of a firm, and defines their level of managerial control, investment and liabilities. This document is legally required when a limited partnership is being constituted or the composition of the firm is changing.

This agreement defines the amount of capital invested and stipulates that the LPs are not involved in the management of the business and cannot be liable for more than the amount of capital they have contributed. The GPs, on the other hand, have unlimited liability for partnership debts and obligations.