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true payment, division, and delivery shall be made between the said A. and B., in equal shares and proportions, of all and every the stock, monies, debts, goods, and other things which, after such payments as aforesaid, shall be then due, owing, or belonging to the said joint concern, or to the said parties, or their respective representatives, on account thereof. And thereupon each of the said parties, his executors or administrators, shall make and give unto the other of them, his executors or administrators, such assignment of his part or share of the debts which shall be then due to the said joint concern, together with full power to sue for and recover such debts, as the party who is to have the same shall upon such division as aforesaid reasonably require; and after such partition, division, and assignment shall be made, neither of the said parties, his executors or administrators, shall or will receive, release, compound for, or discharge any debt or debts which shall be allotted to the other of them, his executors or administrators, without the consent of the party to whom the same shall be allotted.

23. Provided always, that in case the said A., his executors or ad- Power of one ministrators, shall upon the determination of the said joint concern be partner to purdesirous of purchasing all or any part of the share or proportion of the

of the other at said B., his executors or administrators, of or in the said joint stock, the expiration of goods, and effects, it shall be lawful for him, the said A., his executors the partnership. or administrators, so to do, upon giving unto the said B., his executors or administrators, notice in writing of such his wish or desire, within one calendar month next after the determination of the said joint concern; and in case the said parties shall differ as to the value or price to be given for the share or part of the share of the said B., his executors and administrators, of and in the said stock and effects so to be purchased, then the said share or part of the share of which such notice shall be given for the purchase thereof as aforesaid, shall be valued and appraised by two indifferent persons, one of whom shall be chosen by the said A., his executors or administrators, and the other by the said B., his executors or administrators; and in case such two persons shall differ in their valuation, then the same shall be valued by such one person as the said two referees shall for that purpose appoint; and the said A., his executors or administrators, shall therenpon pay to the said B., his executors or administrators, such sum of money for the purchase thereof, as the said two referees or their umpire shall determine to be the value thereof.

24. (Arbitration Clause.)

No. VI.

Deed of Partnership between two Haberdashers.
This
HIS INDENTURE, &c. WHEREAS, M. S. hath for many years

.
carried on the business of haberdasher and milliner in a house or shop
at D., and hath lately retired from the said business: And WHEREAS
the said E. S. and M. K. have purchased all the stock in trade, effects,
and good-will, of the said business, and, in payment for the same, have

Nature of busi. ness.

Style, &c.

Capital, how shared,

given to the said M. S. six joint and several promissory notes, signed by each of them, the said E. S. and M. K., and payable at &c., respectively: AND WHEREAS the said E. S. and M. K. have agreed to become partners in the trade or trades, and upon the terms and agreement hereinafter mentioned. Now thIS INDENTURE WITNESSETH, that each of them, the said E. S. and M. K., for herself, her heirs, executors, and administrators, doth hereby covenant, promise, and agree, to and with the other of them, her executors and administrators, mutually and reciprocally, by these presents, in manner following, (that is to say):

1. That they, the said E. S. and M. K., shall and will become and be copartners in the trade or business of silk-mercers, haberdashers, linen-drapers, and milliners, and in all matters and things incident thereto, from the day of the date of these presents, for the full term of twenty-one years thence next ensuing, determinable, nevertheless, as hereinafter mentioned.

2. That the said trade or business shall be carried on under the firm of "S. & K.," at the house and shop at D., where the same has heretofore been carried on by the said M. S., or at such other place or places as the parties hereto shall for the time being mutually agree upon.

3. That the stock in trade, articles, and effects belonging to the said business, and now in and about the said shop and premises, shall be and remain the joint property of the said parties hereto in equal undivided shares, and that the six several before-mentioned promissory notes given to the said M. S. for the said stock, shall, as the same respectively become due, be paid by the said E. S. and M. K., in equal proportions, and be accounted as part of the disbursements of the said partnership business.

4. That all sums of money which shall be necessarily disbursed and expended for the payment of rent, taxes, and rates, and for the purchase of stock in trade, and for the providing all coals and candles, and for the wages and maintenance of all apprentices, servants, assistants, workwomen, and others used and employed, retained, hired, or taken for the carrying on of the said business, and for the joint nse and service of the said E. S. and M. K. and all other necessary and proper expenses connected with the said partnership business, shall be advanced and paid by the said parties hereto in equal proportions; and that, if either of the said parties shall advance any sum or sumis beyond the other of them, for the purchase of any stock in trade or effects, or for the general purposes of the said business, the stock in trade and effects which shall be so purchased, shall immediately become and remain the joint property of the said parties hereto, but interest, at the rate of £5 per cent. per annum, shall be paid and allowed to either of the said partners, who shall so advance any sum beyond the other of them.

5. That the said E. S. and M. K. shall be entitled to the net gains and profits of the said partnership business, and to the premiums of all apprentices taken by them, or either of them, in equal shares and proportions.

6. That proper books of accounts shall be kept by the said parties hereto, and true and perfect entries made therein, of all receipts and disbursements, and of all goods bought and sold, and other business transacted by them respectively, or by any agent, apprentice, or ser

Expenses, how shared.

Profits of apprentices.

Books of account.

vant in their employment, and of all monies, debts, and other things relating to the business; and that all such books of accounts shall be kept at the shop or place where the said business shall be carried on, and that each of the said parties shall at all times have free access thereto, to inspect, examine, cast up, and make entries therein, or extracts or copies therefrom.

7. That each of the said parties shall be just and true to the other Covenant for of them, and shall devote her whole time and attention to the said diligence, &c. partnership business, and use her best endeavours at all times to promote the interest thereof; and that neither of them shall, during the continuance of this partnership, exercise or carry on, or be concerned, directly or indirectly, in carrying on the business of a silk mercer, hosier, linen-draper, haberdasher, and milliner, or any or either of such trades, either wholesale or retail, except for the benefit of the said partnership; nor shall either of them give away, lend, or employ any of the goods or monies belonging to the said partnership, nor engage the credit thereof in any manner howsoever, except upon account and for the sole use and benefit of the said partnership, in the usual way of business.

9. That neither of the said parties shall become bail in any court Neither to bewhatever, nor become bail to the sheriff, nor give any undertaking for come bail, &c. that purpose, without the consent in writing of the other of them; and shall not hire or engage in, or discharge from their joint employment any apprentice or servant, without their mutual consent.

10. That if either of the said parties hereto shall give credit to any Nor give credit, particular person or persons, contrary to the wish of the other of them &c. in writing declared, the party so giving credit shall alone bear the loss and hazard thereof; and the share of such party in the profits of the said partnership business shall stand charged therewith, but all profits which shall arise from such credit shall, nevertheless, be deemed part of the partnership profits, and accounted for accordingly.

11. That on the 29th day of September next ensuing the date here. Annual acof, and on every succeeding 29th day of September, during the con- count. tinuance of the partnership hereby established, and also as soon as conveniently may be after the expiration thereof, or after the determination thereof by the death of either of the said parties, a full and general General acaccount in writing shall be made and taken by the said E. S. and M. K., count on death or between the survivor of them and the executors and administrators of the deceased partner, of all the business which shall have been transacted by the said partnership, and of all monies, debts, and other things due and owing to and from the said partnership business; and the heads of such accounts, when settled and digested, shall from time to time, during the continuance of the said copartnership, be entered in two books, to be signed by both of the said partners; and that, after such signing, each of the said partners shall retain one of such books in her custody; and after completing such accounts, the net gains and profits which shall appear to be due to each party shall be paid to her, or her executors or administrators accordingly.

12. That if either of the said parties hereto shall, during the conti- Neither to nuance of this partnership, draw, accept, or indorse any note or bill of pledge the creexchange in the joint names of the said copartnership, or otherwise dit of the partpledge the credit of the said copartnership for her own private or sepa

nership for her

own separate rate debts or engagements, or for any purpose unconnected with the debts.

of one.

names.

ordinary business of the said copartnership, without the consent in writing of the other of such parties, or shall do, or knowingly suffer to be done, any act, matter, or thing whereby the said partnership effects, or any part thereof, shall be seized, attached, extended, or taken in execution, or shall in any other respect be guilty of a wilful or noto

rious breach of any of the covenants, stipulations, and agreements here. In case of in contained: then, and in every such case, it shall be lawful for the breach by one, other of them, at any time within three calendar months next after such the other may offence or default, to dissolve and determine the copartnership hereby dissolve.

established, by giving notice in writing of her determination to that effect to the party so offending, or by leaving the same at her last known place of residence. And immediately after such nocice being so given or left as aforesaid, the said partnership shall be dissolved and determined to all intents and purposes; and the party so dissolving the said copartnership shall be exclusively entitled to wind up and settle the affairs and accounts of the said copartnership, accounting for the remaining share and interest of the other parties in the partnership effects, after deducting a full compensation for all loss and inconvenience which shall have been sustained in consequence of any such offence, default, or breach as aforesaid. And the party giving such notice shall alone be entitled to retain possession of the said shop and premises, and carry on business therein, paying the rent, and perform

ing the covenants to which the same premises shall be liable. Lease to be 13. That if, at any time during the copartnership, it shall be found taken in joint expedient or advisable to take or rent the said messuage or tenement,

shop and premises, or any part thereof, or any other messuage, shop, and premises, for any term of years, for the purposes of the said business, the same shall be taken and rented in the joint names, and for the mutual benefit of the said parties hereto as joint tenants, during their joint lives, and to the survivor of them; and if it should happen that the said partnership, by means of the notice hereinbefore and hereinafter mentioned, should be determined or dissolved, the party receiving such notice shall, upon the request, and at the cost and charges of the other party, assigu all her right, term, and interest in the said messuage or tenement, shop and premises, so as to vest the same in the party giving such notice and dissolving the partnership as aforesaid, for her sole use and benefit, subject to the rents and covenants to

which the same premises shall have been theretofore liable. If either marry,

13. That if either of the said parties hereto shall marry during the husband not to said partnership, and the husband of the party so marrying shall medinterfere. dle or interfere with the said partnership business, or any money or

effects of the said copartnership, or any matter relating thereto, or do or commit any act whereby, or in consequence whereof, the business of the said cepartnership may be prejudiced, or any property or effects of the said copartnership may be taken in execution, or either of the

said parties may be prevented from observing or performing any of the If husband of covenants or agreements contained in these presents, then it shall be one commit a lawful for the other of the said parties to put an end to this partnerbreach, the

ship, by giving notice in writing of her intention so to do, and to wind other may dissolve.

up and settle the partnership accounts and affairs in the same manner as is hereinbefore declared in case of a wilful or notorious breach of

any of the covenants, stipulations, and agreements herein contained. After seven

14. That if either of the said parties hereto shall be desirous of withdrawing from the said copartnership, at any time after the first years, either seven years thereof, it shall be lawful for her so 'to do, upon giving to may withdraw, the other of the said parties three calendar months' notice, in writing,

of such her desire; and thereupon the accounts and affairs of the said - partnership shall, within the said three months from the date of such - notice, be made up and settled, and the party so withdrawing shall, if

required so to do, and without any fine, premium, or increased rent, - assign all her right and interest to and in the same premises to the re.. maining or continuing partner; and after such settlement of accounts,

and the expiration of the said three months' notice, the partnership . hereby established shall cease and determine.

15. (Arbitration clause.)

No. VII.

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Appointment of a Clergyman as Elitor of certain Periodical Publica

tions, with a Salary and a Share of the Profits. THIS INDENTURE, made the

day of 1839, between A., of &c., and B., of &c., being the joint publishers of certain periodicals and other publications, under the style and firm of A. & B., of the one part, and the Reverend S. I., of &c., of the other part: WHEREAS a partnership lately subsisted between H., of &c., and the said A., under the style and firm of H. & A., for the purpose of publishing certain periodical publications, entitled respectively, “ II.'s Portraits of Eminent Statesmen,” and “ Beechy's Cabinet of Gems,” and the said partnership hath lately been dissolved: AND WHEREAS by an indenture, bearing even date herewith, but executed immediately before the execution of these presents, and made between the said H. of the first part, the said B. of the second part, the said A. of the third part, and the said Reverend S. I., of the fourth part, (being the indenture declaring the dissolution of the said partnership of H. and A.), the share and interest of the said II. of and in the goods, chattels, monies, credits, rights, and advantages of the said partnership, was duly assigned by the said H. to the said B., in consideration, amongst other valuable considerations therein mentioned, of the sum of £2000, therein expressed to be secured by several bills of exchange drawn by the said S. I. upon and accepted by the said A. and B., and indorsed by the said s. I., delivered by the said B. to the said H., and bearing even date with the said indenture, such bills of exchange being for the sum of £

each, and payable to the said II. or his order at months after date respectively: And WHEREAS the said bills were drawn and indorsed by the said s. I. for the accommodation of the said B., in order to enable him to purchase the share of the said H. in the said partnership, which he hath accordingly done by the means of the said bills: And WHEREAS the said A. and B. have agreed to become partners under the firm of A. & B., in the business or trade of printers and publishers in general, and likewise as printers and publishers of certain periodical works which bear or are intended to bear

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