Read your partnership agreement before a disagreement forces you to
A partnership agreement sets out how partners put money and work into the business, how profits and losses are allocated, who decides what, and what happens when a partner leaves, dies or wants out. Those terms are rarely read closely until there is a dispute. Upload the agreement, ask about each of them in plain language, and open the cited clause to read the exact terms.
Creating an account needs no payment.
Last updated October 2026
How to review a partnership agreement with Search+
- Upload the agreement and its amendments
Add the partnership agreement, any amendments and schedules listing partners and contributions, up to 10 per upload. A capital schedule kept in Excel can be added too. Schedules are often updated separately from the main text.
- Write down your situation
In Workspace Context, describe what you are dealing with, for example "One partner wants to retire; focus on withdrawal, valuation and payment of the departing partner's interest." Every question uses that context.
- Ask about one mechanism at a time
Ask about contributions, allocations, decision rights and exit as separate questions. Each answer cites the passage it used, so you can read the full clause.
Questions partners ask
What did each partner agree to contribute, and what happens if more capital is needed?
How are profits and losses allocated among the partners, and is it different from ownership percentages?
Which decisions need unanimous consent and which can be made by a majority?
How can a partner withdraw, and how is their interest valued and paid?
What is required to admit a new partner?
What events cause the partnership to dissolve, and how are assets distributed?
What reading a partnership agreement involves
Profits, losses and distributions can be allocated differently from capital contributions. Read the allocation clause and any schedule together.
Agreements often list major decisions that need unanimous or supermajority approval. The list decides who can block what.
Buy-sell, withdrawal and death or disability provisions decide how a partner leaves and at what price. Valuation methods vary widely between agreements.
Where the agreement is silent, the law of the place where the partnership is formed may supply rules. Those vary, so ask a lawyer what applies.
Partnership agreements signed years ago often survive only as scans. Search+ reads them with OCR; where the scan is faint or carries handwritten changes, check the cited clause against the paper original.
Answers link to the clause they rely on, with a section reference when the agreement provides one.
Typical sections of a partnership agreement
| Section | What it usually covers | A question to ask Search+ |
|---|---|---|
| Formation and purpose | Name, business, term | What business is the partnership formed to carry on? |
| Capital contributions | Initial and additional contributions | Is any partner required to contribute more capital? |
| Allocations and distributions | Profits, losses, cash | When are distributions made? |
| Management and voting | Who decides and how | Which decisions need every partner's consent? |
| Duties and restrictions | Time commitment, competing activities | May partners run other businesses? |
| Withdrawal and buyout | Leaving and valuation | How is a departing partner's interest valued? |
| Dissolution | Ending the partnership | In what order are assets distributed on dissolution? |
What is a partnership agreement?
A partnership agreement is a contract among the partners of a business that sets out their contributions, how profits and losses are allocated, how the business is managed and how partners join, leave or wind it up.
Partnership agreement questions
Can Search+ explain how profits are allocated?
Can it tell me what happens if a partner leaves?
Will it find decisions that need unanimous approval?
Can it read amendments together with the original?
Is this legal or tax advice?
Are answers always correct?
Read the exit terms while everyone still agrees
Start a workspace, upload the partnership agreement, and ask about each partner's rights.
Start a workspace