This section is from the book "Business Law - Case Method", by William Kixmiller, William H. Spencer. See also: Business Law: Text and Cases.
ARTICLES OF COPARTNERSHIP, Made the 20th day of May, nineteen hundred and eleven, between John Adams and George Green, both of Vincennes, Indiana.
1. THE SAID PARTIES above named have agreed to become copartners in the grocer business, and by these presents do agree to be copartners together under the name or firm of Adams & Green, and to occupy the premises known as 5 Vego Street. Their copartnership is to commence on the 1st day of June, 1911, and to continue five years.
2. TO THAT END AND PURPOSE, The said partners contribute Two Thousand dollars ($2,000) each, to be used and employed in common between them for the support and management of the said business to their mutual benefit and advantage.
3. AND IT IS AGREED by and between the parties to these presents, that at all times during the continuance of their copartnership they, and each of them, will give their best endeavors, and to the utmost of their skill and power exert themselves for their joint interest, profit, benefit, and advantage, and truly employ, buy, sell, and deal with their joint stock, and the increase thereof, in the business aforesaid. And also, that they shall and will at all times during the said copartnership, bear, pay, and discharge equally between them, all rents and other expenses that may be required for the support and management of said business, and that all gains, profit, and increase that shall come, grow, or arise, from or by means of their said business, shall be divided between them equally and all loss that shall happen to their said joint business, by ill commodities, bad debts, or otherwise, shall be borne and paid between them equally.
4. AND IT IS AGREED by and between the said parties, that there shall be had and kept at all times during the continuance of their copartnership, perfect, just, and true books of account, wherein each of the said copartners shall enter and set down, as well all money by them or either of them received, paid, laid out, and expended in about said business, also all goods, wares, commodities, and merchandise by them or either of them bought or sold, by reason or on account of the said business, and all other matters and things whatsoever to the said business and the management thereof belonging; which said books shall be used in common between the said copartners, so that either of them may have access thereto, without any interruption of the other. And said copartners, once in six months, or oftener, if necessary, shall make, yield, and render, each to the other, a true, just, and perfect inventory and account of all profits and increase by them or either of them made; and of all losses by them or either of them sustained; and also, all payments, receipts, disbursements, and all other things by them made, received, disbursed, acted, done, or suffered in this said copartnership and business; and the same account so made, shall and will clear, adjust, pay, and deliver, each to the other, at the time, their just share of profits so made as aforesaid.
5. AND THE SAID PARTIES hereby mutually covenant and agree, to and with each other, that during the continuance of the said copartnership, neither of them shall nor will endorse any note, or otherwise become surety for any person or persons whomsoever, without the consent of the other of the said partners. And at the termination of their copartnership, the said copartners, each to the other, shall and will make a true, just, and final account of all things relating to their business, and in all things truly adjust the same; and all and every the stock and stocks, as well as the gains and increase thereof, which shall appear to be remaining, either in money, goods, wares, fixtures, debts, or otherwise, shall be divided between them equally.
IN WITNESS WHEREOF, The parties hereto have hereunto set their hands and seals, the day and year first above written.
JOHN ADAMS, (Seal)
GEORGE GREEN. (Seal) Signed and Sealed the presence of Philip Ward, Howard Miller.
 
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