Articles of Association Template

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ARTICLES OF ASSOCIATION

Organization

The Partnership, [Chelsea & Partners] was formed on [February 13, 2020], in the [State of Wisconsin.] The Partnership will have its headquarters at [3896 Browning Lane, Madison, Wisconsin 53718.]

Parties

This [ARTICLES OF ASSOCIATION] (“Agreement”), is made and entered into, by and between [Peter S. Chelsea] (“First Partner”) and [Fred B. Round] (“Second Partner”). The Parties agree to be partners under the name of [Chelsea & Partners], and engage in the business of Consulting, under the following terms and conditions.

Terms and Conditions

• TERM.

This Partnership shall upon the execution of this Agreement on [February 14, 2020], and will continue for a period of [five (5) years] or until such time as the Parties may then see fit.

• CONTRIBUTION.

The Parties acknowledge that each partner is contributing its skill and resources to the Partnership. The Parties hereby agree that each partner will be compensated for such labor that they perform.

• COMPENSATION.

The Parties agree that each member of this Partnership constitutes the committee of the whole. The Committee shall fix and determine the amount of compensation each member receives.

• MANAGING PARTNER.

The Parties agree that the First Partner shall stand as the Partnership’s managing partner. The managing partner shall be responsible for managing the daily operations and administrative functions of the Partnership.

• BOOKS OF ACCOUNT.

The Parties agree that the Second Partner shall be responsible for keeping and maintaining the Partnership’s books of account. The entries of the book will consist of all money received and spent by the Partnership. The book of accounts will remain open for examination by any member at any reasonable time.

• DISTRIBUTION.

The Parties agree that the distribution of loss and profit shall be done after making the necessary deductions from the Partnership’s annual income. Net loss and profit will be distributed equally among members according to their capital contribution percentage to the partnership.

• RESTRICTION ON ACTIVITIES.

The Parties agrees that the Partnership shall exist, operate, and engage solely in the business of consulting, as permitted by the law of the [State of Wisconsin.] The Parties agree that the Partnership, as a whole, will not engage in any business or activities unrelated to the Partnership’s purpose under this Agreement.

• ARBITRATION.

Any dispute or conflict arising out of or in connection with this Agreement, including any question about its existence, validity, or terminology, will be referred to and resolved by arbitration in the [State of Wisconsin] and administered by the arbitrating authorities of the same state.

• GOVERNING LAW.

This agreement shall be governed by the laws of the [State of Wisconsin] and by the bylaws of [Chelsea & Partners.]

• AGREEMENT.

The terms and conditions of this shall bind and inure to the benefit of the members of this Partnership until its dissolution.

Signature:

[First Partner]

[Second Partner]