Apprentices not to be

taken without consent.

Except as to sons of part

ners.

As to hiring clerks, &c.

Partners not

expended, and laid out in and about the management of the said trade, as also all wares, goods, commodities, and merchandises by them, or any or either of them, bought and sold, by reason or means, or upon account of the said copartnership, and all other matters and things whatsoever to the said joint trade and the management thereof in anywise belonging or appertaining; which said books shall be used in common between the said copartners, so that any or either of them may have free access thereto, without any interruption by the other.

That no apprentice shall be taken by any or either of them, the said parties hereto, without the consent of the other of them, and that every apprentice who shall be so taken shall be employed in the said joint trade, and that every premium which shall be received with any such apprentice shall be brought into the said copartnership stock. Provided always, nevertheless, that it shall be lawful for any or either of the said partners, at any time during the said copartnership, to take any one or more of his sons as an apprentice or apprentices to him in the said business of a without being liable to pay or account to the said copartnership for any premium in respect thereof.

That no clerk or other servant shall, during the continuance of the said copartnership, be hired into, or discharged from, the service of the said copartnership, by any or either of the parties hereto, without the written consent of the others and other of them. That not any or either of the said parties shall to make cer- buy, order, or engage in any contract for any goods, tain purchases wares, or merchandises whatsoever, exceeding the value of L. without the consent, in writing, of the others and other of them first obtained. And if any or either of the said parties shall buy, order, or contract for any goods, wares, or merchandises, exceeding the value of L. , contrary to this present stipulation, then it shall be in the choice or option of the others and other of them, either to take

without con

sent.

uch goods, wares, or merchandises, on account of he said joint trade, or to allow the same to remain or the separate use of the party who shall so buy or Contract for the same.

decease of

tween sur

That in case of the decease of any one of the said Declaration partners before the expiration of the said term of that upon the years, the said partnership shall cease and one, partnere dissolved as to such partner only, and the joint ship shall rade or business shall or may be carried on and subsist beconducted by the surviving partners for all the re- vivors. idue of the said period of years, upon the same terms and conditions, and subject to the same stipulations, (so far as circumstances will admit,) as are herein contained. And the said surviving partners shall be respectively interested in the share of the partner so dying as aforesaid, in the said joint trade or business, and the profits to arise therefrom, in the same relative proportions in which they are interested in the other or remaining shares of the said partnership. [Add provision for reference to arbitration.] In witness, &c.

Forms applicable to all Partnership Articles.

That

or such other persons as the said Bankers. parties shall jointly approve, shall be the bankers of the said copartnership.

bank.

That all and every sum and sums of money that Payment of shall be received by either of the said parties, on ac- money into count of the said copartnership business, and all other moneys of the said copartnership, shall, from time to time, as the same shall be received, be paid into the bank of the said copartnership, to the joint account of the said copartnership.

That all cheques, bills of exchange, and promis- As to bills of sory-notes, made, drawn, indorsed, and accepted by exchange. [any or] either of the said partners, on the joint account of the said partnership, shall be made, drawn, indorsed, and accepted in the name of the said partnership firm.

Division of

That they, the said [partners,] shall be interested profits.

Name of firm.

Place of busi

ness.

Capital.

As to expenses and losses.

Provision authorizing

partners to

in, and entitled to the capital and property, and to the nett gains and profits of the said copartnership, practice, or business, in equal shares and proportions, [or] in the shares and proportions hereinafter mentioned; that is to say, &c.

That the firm and style of the copartnership shall be C. and F.

That the business of the copartnership shall be carried on at or at such other place or places as the partners shall hereafter agree upon. That the capital necessary to be employed in carrying on the business of the copartnership shall be L. which shall be advanced by the partners in the following proportions; (that is to say,) &c.

And that if, at any time or times hereafter, it shall be thought necessary to increase the capital of the copartnership, the partners then for the time being engaged in the copartnership shall advance the additional capital for the time being required, in the proportions in which they shall then be respectively entitled to the nett gains and profits of the copartnership business.

That the rents, taxes, and impositions payable for, or in respect of the rooms and offices where the said copartnership business shall for the time being be carried on, and the wages, salaries, and maintenance of all clerks and servants to be employed in the said business, and all other expenses, losses, and damages, which shall be incurred or sustained in carrying on the same, or in anywise relating thereto, shall be paid and borne by and out of the funds, moneys, and effects of the said copartnership; or, in case the same shall at any time be insufficient for that purpose, then by the partners for the time being engaged in the said copartnership, in the proportions in which they shall be respectively entitled to the nett gains and profits thereof.

That in every year during the said copartnership, it shall be lawful for the partners to take out the moneys, funds, and effects of the copartnership, by

equal portions, on the day of

day of

and the apply certain

in every year, the annual sum of L. And the said annual sum to be taken out shall be divided between or amongst the said (partners,) in the same shares and proportions in which they shall be respectively entitled to the nett gains and profits of the copartnership.

sums for their

own use.

counts.

That proper books of account shall be kept by the Provision for said partners, and that entries shall be made therein keeping acof all such matters, transactions, and things, as are usually written and entered into books of account kept by persons engaged in concerns of a similar

nature.

That the said books of account, together with all Custody of securities, letters, and other writings which shall, books, &c. from time to time, concern the said copartnership, shall remain and be kept at the shop or office where the business of the said copartnership shall, for the time being, be carried on; and that each [and every] of the said partners shall have free access to inspect, examine, cast up, and copy out the same, without any hindrance or denial of or by the other [or others] of them.

come surety, &c. without

That neither [or not any] of them, the said partners, That partners shall, without the consent, in writing, of the [others shall not beand] other of them, for that purpose first had and obtained, enter into any bond, or become bound as consent. bail, surety, or security, with or for any person or persons whomsoever, or subscribe any policy of insurance, or do, or knowingly suffer to be done, any act, deed, matter, or thing whatsoever, whereby, or by means whereof, the stock and effects of the said copartnership may be seized, attached, extended, or taken in execution.

That neither [or not any] of the said partners Nor release shall, without the consent of the others or other of debts, &c. them, compound or release any debt due to the said copartnership, or deliver up any security belonging thereto, without receiving the full amount or value thereof, or sign any certificate of any bankrupt, or

For dissolu

conduct of

partners.

or

do any act whereby the effects of the copartnership may be lost or lessened, (except only in cases of unavoidable necessity,) and shall indemnify the said copartnership from all such loss or damage as may be occasioned by any breach or non-compliance of or with the last mentioned covenant or agreement. That if [any or] either of them, the said partners, tion, on mis- shall at any time or times, without the consent of the [others or] other of them, apply to his separate use any of the stock, moneys, debts, and effects of the said copartnership, to the amount of L. upwards; or if the said stock, moneys, debts, and effects, or any part thereof, shall be seized, attached, or taken in execution for or on account of the pri vate and separate debts or engagements of [any or] either of them; or in case [any or] either of them, the said partners, shall make any composition with his creditors, or shall, by gaming, lose or hazard at any one time, or at any one chance, the sum of L.50 or upwards, then, and in any of the said cases, it shall be lawful for the [others or] other of the said partners, by giving notice, in writing, to that effect, to such partner, or leaving the same at his usual place of abode, to expel him from the said copartnership. And the copartnership [as to such person] shall cease and determine from the time when such notice shall be so given or left as aforesaid, as if the same term of years had expired.

That partners will devote their time to business.

As to bills of exchange.

That the said partners respectively shall be true and just to each other in all their contracts, sales, reckonings, receipts, payments, and dealings, and shall at all times, during the said partnership, devote their whole time and attention to the conduct and management of the said business, and the concerns of the said partnership, unless they shall be prevented by sickness, or other reasonable cause of excuse, arising without their own respective default.

That neither of the said partners shall, without the consent of the other or others of them, draw or accept any bill of exchange, or promissory-note,

or