Deed of dissolution of partnership—sale to third party
Deed of dissolution of partnership—sale to third party

The following Corporate precedent provides comprehensive and up to date legal information covering:

  • Deed of dissolution of partnership—sale to third party
  • Background:
  • 1 Definitions and interpretation
  • 2 Dissolution of the Partnership
  • 3 Conduct of the Partners
  • 4 Sale of Partnership assets
  • 5 Liabilities
  • 6 Employees
  • 7 Winding Up Accounts and payments
  • 8 Professional indemnity insurance
  • More...

This Deed of dissolution is made on [insert date]

Parties

  1. 1

    Each of the persons whose names and addresses are listed in Schedule 1 (each a Partner and together the Partners).

Background:

    1. (A)

      The Partners have carried on the Business in partnership under the terms of the Partnership Agreement.

    1. (B)

      The Partners wish to dissolve and wind up the Partnership [as provided for in clause [insert clause number] of the Partnership Agreement] on the terms of this deed.

AGREED TERMS:

    1. 1

      Definitions and interpretation

      1. 1.1

        The definitions and rules of interpretation in the Partnership Agreement shall apply in this deed except where expressly stated to the contrary.

      1. 1.2

        In this deed:

        Bank Account

        1. means the designated bank account of the Partnership at [insert name of bank] being sort code: [sort code] and account number: [account number];

        Dissolution Date

        1. means [insert date of dissolution];

        Employees

        1. means employees of the Business as at the relevant transfer date;

        Partnership Agreement

        1. means the partnership agreement, details of which are set out in Schedule 2;

        TUPE

        1. means the Transfer of Undertakings (Protection of Employment) Regulations 2006 (SI 2006/246);

        Winding Up Accounts

        1. means the balance sheet for the Partnership as at the Winding Up Date and profit and loss account of the Partnership for the period commencing on the last Accounting Date and ending on the Winding Up Date; and

        Winding Up Date

        1. means the date on which the Partnership is

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