A "partnership agreement" is a contract among persons or entities (known as partners) that spells out the rights, obligations, duties and financial commitments of the partners. Partnerships are formed under state law, but the exact terms of the partnership agreement are generally negotiated among the partners. Key issues involved in drafting partnership greements include:

• Purpose of the partnership
• Capital commitments
• How the partnership will be managed
• How partners can be admitted or removed
• Rights to profits and distributions
• Term of the partnership
• Voting rights of the partners
• Limitation on acts that can be taken by the partners on behalf of the partnership
• How the partnership can be dissolved
• Indemnification obligations to the partners
• Reports and information to the partners
• How the partnership or a partnership interest can be sold

Sample partnership agreements can be found at www.LegalAgreements.com.