Example of Limited Partnership Agreement

As a professional, I`m here to provide you with an article on the “example of a limited partnership agreement.” A limited partnership agreement is a legal document that defines the terms and conditions of a limited partnership. This agreement outlines the responsibilities and obligations of the general and limited partners, as well as the terms of distribution of profits and losses. Let`s take a look at an example of a limited partnership agreement, so you can understand what it includes.


The limited partnership agreement starts with an introduction that outlines the names of the parties involved in the partnership. It also defines the name of the partnership, its location and the purpose of the partnership’s creation. It should also include the term of the partnership, defining the duration of the business relationship between the partners.

Capital Contributions

The limited partnership agreement specifies the amount of capital that each partner will contribute to the partnership, either in cash, property, or services. This section also outlines the manner and time frame of the payment of the capital contributions.

Allocation of Profits and Losses

This section outlines the distribution of profits and losses between the general and limited partners. The agreement may define the percentage of the profit that each partner will receive, or it may outline a priority of payments. This section also specifies how the partnership will allocate any losses.

Management and Control

The limited partnership agreement outlines the management and control of the partnership. It specifies the activities that require the general partner’s approval and the level of involvement of the limited partners in the partnership. The agreement may also define the roles and responsibilities of each partner in the partnership.

Withdrawal and Dissolution

This section specifies the process of withdrawal and dissolution of the partnership. It outlines the events that may lead to the termination of the partnership and how the partnership’s assets will be distributed when dissolved.

Dispute Resolution

The limited partnership agreement may outline the dispute resolution process in case any disputes arise between the partners. The agreement may require the parties to resolve disputes through mediation, arbitration, or through the courts.


A limited partnership agreement is a crucial legal document that defines the responsibilities and obligations of the partners involved in the partnership. This article has provided an overview of some of the essential elements of a limited partnership agreement. It is important to note that the terms and conditions of each limited partnership may vary according to the requirements of each partnership. It is always advisable to consult with a legal professional before creating a limited partnership agreement.