Business contract: Partnership agreement

11         Good faith

 

Each of the Partners shall owe to the others a duty of the good faith and be obliged to devote itself to the progress and welfare of the Partnership.

 

12         Management

 

Each of the Partners shall be entitled to participate in the management of the business.

 

13         Duties of partners

 

No partner shall without the prior written consent of the other Partners:

 

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14         Voting and resolutions

 

14.1      Each partner shall be entitled to that number of the total votes as its Participation Ratio bears to all the participation ratios.
14.2      Resolutions, in order to be of force and effect must be approved by a majority of the Partners (or “Partners holding a majority of the votes”).

 

15         Profits and losses

 

Any profits or losses of the Partnership in respect of its business shall be borne by the Partners
in their Participation Ratios.

           
16         Liquidation of the partnership

 

In the absence of any written agreement to the contrary between the Partners, upon the dissolution of the Partnership, the business and assets of the Partnership shall be liquidated.

           
17         Breach

 

If any partner breaches any material provision or term of this agreement and fails to remedy such breach within __________________(specify) days of the date of receipt of written notice requiring it to do so or within such further period of time as may be reasonable in the circumstances or after 3 (THREE) warnings from the other partners, then the aggrieved partners shall be entitled without notice, in addition to any other remedy available to them at law or under this agreement, including obtaining an interdict, to cancel this agreement against the defaulting partner and acquire the defaulting partner’s share of the assets and liabilities or    to claim specific performance of any obligation whether or not the due date for performance has arrived, in either event without prejudice to the aggrieved partners’ rights to claim damages.

                                   
18         Whole agreement

 

This agreement constitutes the whole agreement between the parties relating to the
subject matter hereof.

 

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