# Partnership Agreement Template, Free to Fill Source: https://nerix.ai/templates/partnership-agreement Set out who puts in what, who gets what, who decides, and how a partner can leave or the business can close. Before you send it The law of partnerships differs a great deal between countries. In many places the partners are personally liable for the debts of the business, some types of business need a licence or a registration, and the law may override some of these terms, especially the restraint on competing and what happens when a partner dies. Check the law where the business operates, and ask a lawyer to review this agreement before you sign it. ## Fill it in and preview You are signed in. Fill it in your workspace and it is kept as a document you can send, share and have signed. [Open in your workspace](https://app.nerix.ai/documents/templates/partnership-agreement) ### Partnership Agreement This agreement is made on 7 November 2026 between: - **Amira Haddad**, of 27 Cedar Street, Toronto, Ontario M4W 1A8, Canada ("the First Partner"); and - **Daniel Okafor**, of 81 Lakeshore Road, Toronto, Ontario M5V 2T6, Canada ("the Second Partner"). Together they are "the Partners". They agree to carry on business in partnership on the terms below. ## 1. The partnership and its business The Partners will carry on the following business together (the "Business"), under the name " Haddad & Okafor Design Studio ": The design of websites and brand identities for small businesses, including related hosting and maintenance services. The main place of business is 212 King Street West, Toronto, Ontario, Canada . The Partners may agree in writing to change the name, the place or the nature of the Business. The Partners are partners in the Business and in nothing else. This agreement does not make either Partner an employee of the other. ## 2. Start and duration The partnership starts on 1 January 2027 . How long the partnership lasts 5 years from the start date ## 3. Contributions Each Partner will contribute the following to the partnership as capital: **The First Partner:** CAD 40,000 in cash, paid on the start date. **The Second Partner:** Computer equipment and software licences valued at CAD 25,000, and CAD 15,000 in cash. The assets contributed become partnership property and are held for the Business. The Partners will keep a capital account for each of them, showing what they have contributed and later withdrawn. No Partner earns interest on capital unless the Partners agree in writing. Neither Partner has to contribute more capital, but if the Partners agree that more is needed, they will provide it in the proportions of their shares in section 4, unless they agree otherwise. If a Partner lends money to the partnership with the other's written consent, the loan is not capital and the partnership will repay it, with any interest agreed in writing, before profits are shared. ## 4. Profits and losses The Partners share the net profits and bear the net losses of the Business in these proportions: - the First Partner: 50% - the Second Partner: 50% Profits are the income of the Business after paying all its costs, debts and reasonable reserves for the future that the Partners agree. Each Partner is responsible for the taxes on their own share, whether or not it has been paid out. ## 5. Drawings On account of their shares of profit, each Partner may take out the following during the year: CAD 3,000 a month to each partner Neither Partner may take out more than that without the other's written consent. After the accounts for the year are agreed, any Partner who has drawn more than their share of the profit will repay the difference to the partnership within 30 days, and any Partner who has drawn less will be paid the difference, as far as the partnership has the cash. ## 6. Management and decisions Each Partner may take part in the management of the Business. Each Partner may, alone, take the day to day decisions in the ordinary course of the Business, and may spend up to CAD 2,500 on a single item without the other's consent. Time the partners give to the business The following need the written agreement of both Partners: - spending above the limit in this section, or any contract that cannot be ended within 3 months and costs more than that limit; - borrowing money, giving a guarantee, or granting a security over partnership property; - buying or selling land, buildings or any other major asset; - hiring or dismissing an employee, or setting their pay; - admitting a new partner, or changing the nature of the Business; - starting or settling a legal case, other than a claim to collect a debt under the limit; and - anything else that this agreement says needs both Partners. Each Partner has one vote. If the Partners cannot agree on a decision that needs both of them, the matter goes to section 14, and until it is settled the Business carries on as before. Each Partner will act honestly and in good faith toward the other, will tell the other about everything that matters to the Business, and will not make a secret profit from the partnership or use its property for a private purpose. Neither Partner may bind the partnership to something outside the ordinary course of the Business unless the other has agreed to it. ## 7. Bank account, books and accounts The partnership will keep its own bank account with Royal Bank of Canada, King Street branch . All money of the Business will be paid into it, and cheques, transfers and withdrawals over the spending limit need both Partners to approve them. Neither Partner may mix partnership money with their own. The Partners will keep complete and accurate books of the Business, at its main place of business, and each Partner may inspect and copy them at any time. Accounts will be drawn up for each financial year, which ends on 31 December , and the Partners will approve them in writing within 3 months after the year ends. The Partners will file the tax returns and registrations that the law requires. Each Partner will keep a record of the time they work in the Business only if the Partners ask for it. Holidays, sickness and leave are decided by agreement between the Partners, who will each give the other reasonable notice of any absence of more than 2 weeks, and who will arrange cover so that the Business is not harmed. ## 8. Debts and responsibility Each Partner will pay their own personal debts and keep the partnership and the other Partner free from them. A Partner who, without the other's agreement, makes a commitment on behalf of the partnership that is outside this agreement, or causes loss to the partnership by their wrongful act, will make good the loss to the partnership, as far as the law allows. The Partners will take out insurance for the Business that is usual for a business of its kind, and will pay the premiums out of partnership money. ## 9. Intellectual property and confidentiality All names, designs, software, content, customer lists and other intellectual property created for the Business belong to the partnership. A Partner assigns to the partnership all rights they may have in them. Each Partner will keep the confidential information of the Business secret, during the partnership and for 3 years after they leave it, and will use it only for the Business. This does not apply to information that becomes public through no fault of that Partner, or that the law requires them to disclose. Each Partner will promptly give the other copies of all notices, demands and letters about the Business, and will answer clients, authorities and suppliers on behalf of the Business only in line with this agreement. Any licence, registration or permit the Business needs will be held in the name of the partnership where the law allows, and each Partner will help keep it in force. ## 10. New partners and transfer of shares No new partner may join the Business, and neither Partner may sell, give away or pledge their share in it, without the written consent of the other Partner. A new partner must first sign this agreement, or a new one, to be bound by it. ## 11. A Partner leaving, and death or incapacity A Partner may leave the partnership by giving the other at least 6 months of written notice. The partnership may also be ended at once by the other Partner, by written notice, if a Partner: - seriously or repeatedly breaches this agreement and, where the breach can be put right, does not do so within 30 days of being asked in writing; - is declared bankrupt or insolvent, or makes an arrangement with their creditors; - is convicted of a serious crime of dishonesty; or - is unable, because of illness or injury, to take part in the Business for 6 months in a row, or is declared by a court to be unable to manage their own affairs. If a Partner dies, or a Partner leaves or is removed under this section (the "Leaving Partner"), the other Partner (the "Continuing Partner") may choose, by written notice within 60 days, to continue the Business alone or with a new partner. If the Continuing Partner makes that choice, they will buy the Leaving Partner's share (or the share of the Leaving Partner's estate) at its fair value, which is the Leaving Partner's capital account plus their share of the net value of the Business, including goodwill, on the date of leaving, as agreed by the Partners or, if they cannot agree, as decided by an independent accountant chosen by them together or, failing that, by the president of the local professional body of accountants. The accountant's fees are shared equally. The price will be paid within 90 days after it is fixed, or in equal instalments over 12 months, with reasonable interest, if the Continuing Partner chooses. If the Continuing Partner does not choose to continue, the partnership ends and section 13 applies. A Leaving Partner, or the estate of one who has died, will not interfere with the Business, and the Continuing Partner will tell clients and suppliers about the change in a reasonable way. The Continuing Partner will keep the Leaving Partner free from the partnership's debts incurred after the leaving date. ## 12. Restraint The following restraint applies to a Partner after they leave the partnership: 12 months, within 50 km of the main place of business . During that restraint, the former Partner will not run, work for or be a partner in a business that competes with the Business, deal with the Business's clients as at the leaving date, or try to hire its employees. If this section states no period, no restraint applies. The Partners agree that this is reasonable to protect the Business's goodwill. If a court finds it too wide, it is to be applied to the extent the court allows. ## 13. Dissolution and winding up The partnership ends when: - the Partners agree in writing to end it; - the fixed period in section 2, if any, ends and it is not extended; - there is only one Partner left and they do not choose to continue it under section 11; or - the law or a court decides that it must end. When it ends, the Partners will wind up the Business without delay. They will sell or share the assets as they agree, collect what is owed, and pay the money in this order: first, debts to people outside the partnership; then loans from Partners; then each Partner's capital; and then any rest, in the proportions of their shares in profits. If the assets are not enough to pay the debts, the Partners bear the loss in the proportions of their shares in losses, as between themselves. A Partner who takes over the name or the clients of the Business will pay a fair price for them. ## 14. Settling disagreements If the Partners disagree about this agreement or the Business, each will first tell the other in writing what the disagreement is, and they will meet within 14 days to try to settle it. If they cannot settle it within 30 days after that, they will ask a neutral mediator to help them. If it is still not settled within 60 days after the mediator is asked, either Partner may take it to be decided at Toronto, by arbitration under the rules of the ADR Institute of Canada . Neither Partner will start a case before then, except to ask a court for an urgent order to protect the Business. ## 15. General - Notices under this agreement must be in writing, and may be sent by email to the address each Partner last gave the other. - This agreement is the whole agreement between the Partners about the Business. It may be changed only in writing signed by both Partners. If any part of it cannot be enforced, the rest stays in effect. - A Partner that does not use a right straight away has not given it up. - It may be signed in separate copies and electronically, and together they form one agreement. - This agreement is governed by the laws of Ontario, Canada . ## Signatures **The First Partner: Amira Haddad** Signature: ______________ Date: ______________ Witness name: ______________ Witness signature: ______________ **The Second Partner: Daniel Okafor** Signature: ______________ Date: ______________ Witness name: ______________ Witness signature: ______________ Templates are a careful starting point, not legal advice. Where the law matters, check what applies where you are. Contracts and agreements ## What this template is for A partnership agreement for two partners: capital, profit shares, drawings, decisions, books, leaving partners, death, disputes and winding up. Word or PDF. It is free to fill in online, needs no account, and downloads as a Word document or a PDF. [See all Contracts and agreements templates](https://nerix.ai/templates/contracts) Contracts and agreements ## What you fill in The form asks for 24 details. The document fills itself in as you type. - ### First partner: full name For example: Amira Haddad - ### First partner: address For example: 27 Cedar Street, Toronto, Ontario M4W 1A8, Canada - ### Second partner: full name For example: Daniel Okafor - ### Second partner: address For example: 81 Lakeshore Road, Toronto, Ontario M5V 2T6, Canada - ### Name of the partnership For example: Haddad & Okafor Design Studio - ### What the business does For example: The design of websites and brand identities for small businesses, including related hosting and maintenance services. - ### Main place of business For example: 212 King Street West, Toronto, Ontario, Canada - ### Date the partnership starts For example: 1 January 2027 - ### How long the partnership lasts - ### Length of the fixed period (optional) optional Fill this in only if you chose a fixed period. For example: 5 years from the start date - ### First partner's contribution Cash, equipment, premises, skills or other assets, with their agreed value. For example: CAD 40,000 in cash, paid on the start date. - ### Second partner's contribution For example: Computer equipment and software licences valued at CAD 25,000, and CAD 15,000 in cash. - ### First partner's share of profits and losses For example: 50% - ### Second partner's share of profits and losses For example: 50% - ### Regular drawings (optional) optional Money each partner may take out during the year, on account of profits. Leave it empty for none. For example: CAD 3,000 a month to each partner - ### Spending one partner can approve alone Anything above this needs both partners to agree. For example: CAD 2,500 - ### End of the financial year For example: 31 December - ### Bank holding the partnership account For example: Royal Bank of Canada, King Street branch - ### Time the partners give to the business - ### Time to buy out a leaving partner For example: 90 days - ### Notice for a partner to leave For example: 6 months - ### Restraint after leaving (optional) optional How long and how far a former partner may not compete. Courts only enforce what is reasonable. Leave it empty for none. For example: 12 months, within 50 km of the main place of business - ### Country or state whose law applies For example: Ontario, Canada - ### Place where disputes are decided For example: Toronto, by arbitration under the rules of the ADR Institute of Canada Contracts and agreements ## What is inside The parts of this document, in order. - 1 1. The partnership and its business - 2 2. Start and duration - 3 3. Contributions - 4 4. Profits and losses - 5 5. Drawings - 6 6. Management and decisions - 7 7. Bank account, books and accounts - 8 8. Debts and responsibility - 9 9. Intellectual property and confidentiality - 10 10. New partners and transfer of shares - 11 11. A Partner leaving, and death or incapacity - 12 12. Restraint Templates ## How it works - 01 ### Fill in Type your details in the form. The document fills itself in as you type; click any gap to jump to its field. - 02 ### Check Read it through. Gaps you have not filled stay marked, so nothing goes out half done. - 03 ### Download Save it as a Word document to edit further, or as a PDF to send or print. ### Make it yours with AI Open it in the chat and ask for changes: shorter, firmer, another situation, another language. [Adapt it with nerix](https://nerix.ai/try?template=partnership-agreement) ### Was this template helpful? Contracts and agreements ## Questions people ask ### What details does this template ask for? The form asks for 24 details, starting with First partner: full name, First partner: address, Second partner: full name, Second partner: address, Name of the partnership. 3 more are optional. ### Can I download this template as Word or PDF? Yes. When you have filled in the form, save it as a Word document to keep editing, or as a PDF to send or print. It is free and needs no account. ### Is what I type sent anywhere? No. What you type stays in your browser while you fill in the document. It only goes to nerix if you choose to open the template in the chat. ### What should I check before I use this template? The law of partnerships differs a great deal between countries. In many places the partners are personally liable for the debts of the business, some types of business need a licence or a registration, and the law may override some of these terms, especially the restraint on competing and what happens when a partner dies. Check the law where the business operates, and ask a lawyer to review this agreement before you sign it. ### Are these contract templates free? Most are. You can fill in and download them for free as Word or PDF, with no account. A few long business agreements are premium: free to fill in, paid once to download, and marked with their price. ### Is a template contract legally valid? A signed agreement is usually valid when both sides understand and accept it, but rules differ by country and by type of contract. Treat a template as a careful starting point and check what applies where you are. ### Do I need a lawyer to use a template? For simple, low risk agreements many people do not. For large sums, property, employment disputes or anything unusual, ask a lawyer to review the draft first. ### Can I change the terms? Yes. Download the Word version and edit it, or ask nerix in the chat to make a clause stricter, shorter or in another language. 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