Agreement made this..............., between..........

(stating names and addresses of various partners)

WITNESSETH:

That for and in consideration of the sum of One Dollar ($1.00) to each of the parties by each of the others in hand paid, the receipt of which is hereby acknowledged, the parties aforesaid agree as follows:

1. The partnership heretofore conducted under the firm name and style of....................pursuant to a certain agreement entered into by them bearing date............, is hereby terminated and dissolved.

2. Each of the parties does hereby remise, release and forever discharge each and every of the others, their and each of their heirs, executors and administrators, of and from all, and all manner of action and actions, cause and causes of actions, suits, debts, demands, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims and demands whatsoever, in law or in equity, which each party ever had, now has or which his heirs, executors or administrators hereafter can, shall or may have, against any or all of the others upon or by reason of any matter, cause or thing whatsoever, from the beginning of the world to the date hereof, by reason of any transactions in connection with said partnership or anything whatsoever growing out of the previous relations of the said parties as members of the said partnership. In Witness Whereof the parties hereto have hereunto set their hands and seals the day and year first above written.

Agreement of Dissolution of Partnership - Another Form

Agreement made............between,.........., hereinafter described as First Partner,............., hereinafter described as the Second Partner and............., hereinafter described as the Third Partner

WITNESSETH:

Whereas the said Partners are copartners carrying on business under the firm name of....................as manufacturers of and dealers in............and kindred articles and

Whereas it is intended to dissolve the said partnership and

Whereas the Second and Third Partners are to convey and assign their interests therein and all the assets and properties thereof, both tangible and intangible, to the First Partner and

Whereas the dissolution is conditioned upon the payment in full of the installment due on.............., as hereinafter provided.

In Consideration of the premises and covenants herein contained the parties do hereby agree as follows,.............

...............................................................................................

1. The Second and Third Partners do hereby assign, transfer and convey unto the First Partner all their part or share and interest in all the leases, real property, and in the fixtures, machinery, whether fixed or movable, patents, patent rights, trade-marks, trade names, plant, stock in trade, book and other debts, contracts, assets, business, good-will of the said partnership, and the sole right to the use of the name of

...............and..............., all of the said premises absolute.

2. The purchase price shall be the sum of $...............

payable by the First Partner as follows, $...............in cash on the signing and sealing hereof, receipt whereof is hereby acknowledged.

$...............in either cash or certified check on

............, at the office of...................., at

..........noon.

The sum of $..........monthly from the..............to

.............., payable on the first of each and every month, and thereafter the sum of $............monthly payable from............on the first of each and every month thereafter for..............successive months, interest on said payments to be at the rate of........per centum per annum from............. The said instalments are to be paid in equal amounts each and every month separately to the said Second and Third Partners. Said installments are to be evidenced by notes, one-half of the installment in each month to be to the order of the Second Partner and one-half to the order of the Third Partner. All of the said notes and all payments after............are to be secured by a mortgage to be executed and delivered by the First Partner to the

Second and Third Partners, covering............undivided share and interest in all of the real estate at.................

............., subject to two prior mortgages now existing thereon. The bond and mortgage shall be drawn at the expense of the First Partner, who shall pay for the recording and stamps.

3. The First Partner shall have the right to anticipate any and all payments herein provided for.

4. If there be default in the payment of any of the said notes for a period of thirty days, then the whole amount of indebtedness still due and owing shall, at the option of the Second and Third Partner become due at once.

5. The said partnership is hereby determined and dissolved as from the date of these presents and the Second and Third Partners are not to participate in any way in the business or exercise any control or rights therein, on condition, however, that the First Partner shall fully pay the said sum of $........

............, as herein provided, and if he fails so to do, the Second and Third Partners shall have the right and option to continue the partnership agreement in force on the day of these presents and to exercise their rights and privileges under the said partnership agreement as though the same had never been terminated.

6. In case of default, the Second and Third Partners shall have a right to retain the said sum of $..............paid on the execution of this agreement as liquidated damages. It is agreed that there is no way of determining the exact amount of damages which the parties of the second part shall or may suffer by reason of a default in the payment of said $..........

and that thereby they have been obstructed from entering into or engaging in any new business or ventures and from earning any benefits or emoluments during the perid ending

.........................

7. The Second and Third Partners covenant with the First Partner that neither of them has at any time heretofore except as appears by the books of the said partnership, contracted any debt or obligation which can or may charge the said First Partner or the assets of the said partnership or the partnership, nor has either of them received or discharged any of the credits, moneys or effects.

8. The Second and Third Partners agree to sign any and all other necessary papers to carry out the purport of these presents and to vest in the First Partner title to property and assets on payment of $..........

9. The First Partner covenants that he will in due course pay all the debts and discharge all the liabilities of the partnership and will at all times hereafter indemnify the said Second and Third Partners against all such debts and liabilities and all actions, costs and expenses in respect thereof.

10. Each of the parties does hereby release and forever discharge the other of them from all actions, proceedings claims and demands whatsoever which such respective releasing party has against the other of them on account of the said partnership or anything relating thereto, but so nevertheless that this present release shall not prejudice or affect any of the covenants, agreements or provisions herein contained or the rights or remedies of the said respective parties.

In Witness Whereof the parties have hereto set their hands and seals this___day of..........