Catalogue description Draft Partnership Agreement

Firstly, to be established as a handicrafts and lingerie business at 99, Far Gosford St., Coventry between H. M. Smith and G. K. Maloney (described as in 353/40/1)to commence on 12th. Mar., 1937 and be ended by six calendar months' notice or because of circumstances arising from clause 10; secondly, to be called "Handicrafts"; thirdly, to use the Foleshill Branch of Lloyds Bank Ltd.; fourthly, to have a capital of £400 provided equally; fifthly, to divide equally its profits and losses; sixthly, to keep a proper book of account; seventhly, to maintain yearly accounting-procedures; eighthly, so that each partner shall (a) devote her whole time to the business, (b) pay her separate debts, (c) pay the firm's moneys into the bank account, and (d) keep good faith with her partner; ninthly, so that neither partner shall without the other's consent (a) engage in other business, (b) take on apprentices or hire or dismiss employees, (c) lend moneys to anyone whom the other partner has by writing forbidden her to trust, (d) give security on the firm's account except in course of business, (e) enter into any bond or surety likely to damage the company, or (f) mortgage her share of the firm; tenthly, providing that if either partner shall (a) breach clauses 8 and 9, (b) become bankrupt, (c) become mentally or physically unfit, (d) commit a crime, or (e) do anything which would be grounds for the enterprise's dissolution in the courts, the other may end the agreement giving three calendar months' notice and will have the option of purchasing the defaulter's share; eleventhly, providing that, if the partnership shall be dissolved by death or notice under clause 1, the surviving partner will be free to purchase the outgoing one's share by giving one calendar month's notice to her personal representatives or before the dissolution-notice's expiry; twelfthly, calculating the sum paid for the share mentioned in clause 11 so that (a) the purchase-price will be the amount of the share as shown in the latest relevant balance sheet, (b) there will be interest on (a) from that account's date until the date of purchase (reckoned at £5% p.a.), (c) (b) will be paid forthwith but (a) by four equal biannual instalments with interest as for (b), and (d) the surviving or continuing partner will indemnify the other or her personal representatives; and thirteenthly, with reference of differences to arbitration.