Dry goods business. 1. The parties agree that they will become and be partners in business for the purpose and upon the terms stated. 2. The firm name of the partnership shall be _________. 3. The business to be carried on by the partnership is that of buying and selling dry goods at wholesale and retail, and carrying on a general dry goods business. 4. The place at which the business is to be carried on is the city of _________. 5. The term for which the partnership is organized is _________ years from and after _________. 6. The capital of the firm is to be _________ dollars, of which each of the partners is to contribute _________ part in cash, on or before _________, 19__, and they are to share in the profits and losses of the business in the same proportion. 7. Each of the partners is to give his [her] undivided time and attention to the business and is to use his [her] utmost endeavors to promote the interests of the firm. 8. Books of account of the transactions of the partnership shall be kept at the place of business, and shall be at all times open to inspection by any partner. Each partner shall cause to be entered upon the books a just and true account of all dealings, receipts and expenditures for or on account of the firm. 9. In the month of _________ in each year, a full and complete inventory of stock shall be taken, and a complete statement of the condition of the partnership shall be made, and an accounting between the partners shall be had, and the profits or losses of the preceding year shall be then divided and paid or contributed. 10. Each of the partners shall be permitted to draw from the funds of the firm _________ dollars per month for his [her] living expenses. Such sums so drawn shall be charged to him [her] and at the annual accounting shall be charged against his [her] share of the profits. If his [her] share of the profits shall not be equal to the sum drawn, he [she] shall pay the deficiency into the firm. 11. None of the partners shall, without the consent of the others, compromise or release debts except upon full payment, or engage in any unusual transaction or make any contract on the partnership account involving more than _________ dollars. They may not use the firm's name, credit or property for other than partnership purpose, or sign or indorse negotiable paper, or become surety for third persons, or engage in any speculation, or knowingly do any act by which the interests of the partnership shall be imperiled or prejudiced. 12. All questions of difference as to the management of the business shall be decided by a majority of the partners, and no partner shall knowingly do any act contrary to the decision of the majority. 13. Any of partners may retire from the partnership at any time upon giving the other partners three months' notice of the intention so to do.
14. Upon the dissolution of partnership, by reason of the death, withdrawal or other act of any partner, the remaining partners shall have the right to purchase the interest of the partner in the business, assets and goodwill, by paying the value of that interest as determined by the last annual inventory and accounting, together with _________ percent interest upon the value since the inventory. Upon payment the retiring partner or representative shall execute and deliver to the remaining members all necessary conveyances of the interest. 15. Upon the final dissolution of the term by lapse of time or otherwise, the business shall be wound up, the debts paid, and the surplus divided between the partners in accordance with their interest. In witness, etc.