Catalogue description Draft Partnership Agreement

Whereby, firstly, Thomas Robinson (of 89, Dorset Rd., Coventry, coppersmith) will enter into a partnership with Leonard Dutton (of 25, Berry St., Coventry, traveller) ut infra; secondly, the partnership will be one of aluminium-solder manufacturers and workers in aluminium, carried on with a registered office at 7, High St., Coventry; thirdly, the agreement will last initially for six months from Dec., 1924, then yearly with three months' dissolution-notice; fourthly, the firm will be called "Thomas Robinson & Co."; fifthly, the bankers will be Barclays Bank Ltd. (Coventry branch); sixthly, £100 capital will be introduced by each partner, Dutton's as cash, but Robinson's as an aluminium-soldering patent - of one partner's capital shall come to exceed the other's, the excess will carry interest at £5% p.a. payable before division of profits; seventhly, profits and losses will be equally divided; eighthly, proper account-books will be kept; ninthly a balance-sheet will be maintained annually from 30th. June, 1925; tenthly, each partner may withdraw money for his weekly wages so long as he repays the excess to the business; eleventhly, each partner shall (a) punctually pay his debts, (b) forthwith pay moneys into the bank, (c) keep faith with his colleague, and (d) mutually agree about timekeeping and wages; twelfthly, neither partner without the other's consent shall (a) take an apprentice or hire or dismiss an employee or agent, (b) lend money to someone,whom the other partner has (in writing) forbidden him to trust, (c) give security on account (except in the course of business), (d) knowingly do anything liable to endanger company property, (e) mortgage his share in the firm, or (f) endorse any promissory note or bill of exchange on the company's behalf - in all these cases the other partner will be indemnified from consequent losses; thirteenthly, if either partner (a) breaks the provisions of clauses 11 and 12, (b) becomes bankrupt, (c) becomes physically or mentally unfit, (d) commits a crime, or (e) does anything which might be considered grounds for dissolution the other partner may (within three calendar months of becoming aware of the position) terminate the arrangement with the option of purchasing the defaulter's share; fourteenthly, upon the departure of one partner from the business, the other may (within one calendar month) purchase his share on the following terms:- (a) the purchase-price will be the share-value according to the latest balance-sheet, (b) the surviving partner shall additionally pay £5% p.a. interest from the time of the latest annual account up to the death of his deceased colleague or from the expiry of the dissolution-notice, (c) any sum in lieu of profits will be paid forthwith, but the purchase-money and interest in quarterly instalments, and (d) the defaulting or deceased partner's personal representatives will be indemnified; fifteenthly, if the survivor shall not effect clause 14's option or the partnership shall be otherwise ended, the business shall be wound up according to the Partnership Act, 1890; and sixteenthly, disputes will be referrable to a single arbitrator.