Limited Partnership Agreement

(Limited Partnership Agreement, Comprehensive -- long form)

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Limited Partnership Agreement. 1. Introduction. Agreement forming a limited partnership (Partnership) made [date] among [names and addresses] (General Partners) and [names and addresses] (Limited Partners).

2. Partnership Name and Address. General Partners and Limited Partners form a limited partnership in accordance with the laws of [state]. Partnership's name will be [name], and its principal place of business will be located at [address].

3. Partnership Business. Partnership's business will be [nature of business].

4. Duration of Partnership. Partnership will begin on [date] and will continue until it terminates in accordance with the provisions of this Agreement.

5. General Partners' Capital Contributions. General Partners shall make the following contributions to Partnership's capital no later than [date].

[schedule of cash contributions showing the General Partners' names and the amounts contributed]

[schedule of property contributions showing the General Partners' names, descriptions of property, and values of the property]

6. Limited Partners' Capital Contributions. Limited Partners shall make the following__

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