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WI T NES S ET H
Where as t he part i es heret o have agreed t hat t he part ners hi p rel at i ons hi p exi s t i ng bet ween
t hem s houl d be t erm i nat ed and di s s ol ved.
Where as an account i ng of the As s et s and Li abi l i ti es of t he s ai d part ners hi p have been dul y
had by the part i es heret o, for t he purpos e of as cert ai ni ng t he share due t o each of t he part i es
heret o, And on s ai d Account i ng t he fol l owi ng was found t o be and is a True St at em ent of the
C ondit i on and the Affai rs of s uch part ners hi p,
T o Wi t:
AS S ETS :
C as h on Hand $
F i xt ures (Li s t )
LIAB ILITIES :
T OT AL L I AB IL I T I ES $
B AL ANCE $
Whereas the parties have agreed to distribute said assets in the following manner:
FI RS T , al l Out st andi ng Account s and Expens es s hal l be pai d;
T H I RD, Al l P art i es s hal l recei ve t hei r res pect i ve percent ag es of t he Net P rofi t s as Herei n S et
F ort h;
NOW i n C onsi derat i on of t he aforem ent i oned Di s t ri buti on, t he P art i es heret o have and hereby
do t erm i nat e and di s s ol ve s ai d P art ners hi p and each of the P art i es heret o rel eas es t he ot her of
and from any and al l obli gat i ons growi ng out of the s ai d part ners hi p.
It Is Furt her Agreed t hat t he P art y of t he F i rst P art in C ons i derat i on of the aforem ent i oned
Di s t ri but i on, t he recei pt whereo f is hereby acknowl edg ed, * has Trans ferr ed, As s i gned and
S et Over and by t hes e P res ent s , As s i gn, Trans fer unt o P art y of the S econd P art , Al l R ight ,
Ti t l e, Int eres t and S hare of, i n and int o t he As s et s and P ropert y of every ki nd of s ai d
P art ners hi p t oget her wi t h Good Wi l l of t he Bus i nes s t hereof, t o have and t o hol d t he s am e
unt o t he s ai d P art y of the S econd P art and t o thei r Execut ors , Admi ni s t rat ors and As s i gns , t o
t hei r own Us e, B enefi t and B ehoof forever.
It Is Furt her Agreed t hat each of t hem has not As s i gned or Endors ed t he C om pany’s nam e t o
any Com m erci al P aper, or ot her Evi dence of Debt , and has not Incurred any Obl i gat i on or
Li abi l i t y, C ont i ngent or Act ual , i n behal f of s ai d P art ners hi p, except as m ent i oned or
i ncl uded in t he Account i ng herei n s et fort h.
It Is Furt her Agreed s ai d B usi nes s i n t he fut ure wi l l be conduct ed by P art y of the S econd
P art , and furt her P art y of t he S econd P art s hal l and wi l l P ay and Di s charge al l t he Com pany’s
Obl i gat i ons and Li abi l i ti es referr ed t o and m ent i oned i n t he Account i ng herei n before s et
fort h, wit hout furt her C ont ri buti on of the P art y of t he F i rs t P art .
It Is Furt her Agreed t hat P art y of t he S econd P art do hereby agree t o S ave, Indem ni fy and
Keep Harm l es s t he P art y of t he Fi rs t P art Of and F rom s uch C om pany’s Obl i gat i ons and
Li abi l i ti es and Of and F rom All Dam age, Cos t and Expens e occurri ng through the defaul t or
fai l ure of the P art y of t he S econd P art .
t o m e known and known t o m e t o be t he i ndi vi dual (s ) des cri bed in, and who execut ed t he
foregoi ng i ns t rum ent , and t hey t hereupon dul y acknowl edged to m e that they execut ed t he
s am e .