Ƶ

Partnership Buy Sell Agreement for the United Kingdom

Partnership Buy Sell Agreement Template for England and Wales

A Partnership Buy Sell Agreement under English and Welsh law is a legally binding contract that establishes the process and terms for the transfer of partnership interests upon specific triggering events such as death, disability, retirement, or voluntary withdrawal. It provides a clear framework for valuation, payment terms, and transfer mechanics, ensuring business continuity and protecting both departing and remaining partners. The agreement operates within the framework of the Partnership Act 1890 and related English legislation.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Partnership Buy Sell Agreement

Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.

What is a Partnership Buy Sell Agreement?

A Partnership Buy Sell Agreement is essential for business partnerships operating in England and Wales to ensure smooth ownership transitions and business continuity. This document becomes crucial when partners need to exit the business, whether voluntarily or due to unforeseen circumstances. It prevents potential disputes by pre-agreeing on valuation methods, payment terms, and transfer procedures. The agreement also helps protect the business from external interference by providing existing partners with control over who can become an owner. Under English law, it works in conjunction with the Partnership Act 1890 and provides certainty in what could otherwise be complex and contentious situations.

What sections should be included in a Partnership Buy Sell Agreement?

1. Parties: Identification and details of all partners

2. Background: Context of the agreement and partnership structure

3. Definitions: Key terms used throughout the agreement

4. Trigger Events: Events triggering buy-sell provisions including death, disability, retirement, voluntary withdrawal, and involuntary termination

5. Valuation Mechanism: Method for determining partnership interest value, including timing and process of valuations

6. Payment Terms: Structure and timing of payments for bought interests, including installment provisions

7. Transfer Provisions: Process and requirements for transferring partnership interests

8. General Provisions: Standard contractual provisions including governing law, notices, and amendments

What sections are optional to include in a Partnership Buy Sell Agreement?

1. Insurance Provisions: Details of life/disability insurance funding buy-outs, including policy requirements and beneficiary designations

2. Right of First Refusal: Partners' rights to purchase before external sale, including notice requirements and timelines

3. Drag-along Rights: Majority partners' right to force minority participation in sale

4. Tag-along Rights: Minority partners' right to join in sale of majority interests

5. Dispute Resolution: Specific procedures for resolving disputes, including mediation and arbitration provisions

What schedules should be included in a Partnership Buy Sell Agreement?

1. Schedule 1 - Current Partnership Interests: Schedule showing current ownership percentages and capital accounts

2. Schedule 2 - Valuation Formula: Detailed methodology for calculating partnership value, including any adjustments or special considerations

3. Schedule 3 - Insurance Policies: Details of relevant insurance policies, coverage amounts, and beneficiaries

4. Schedule 4 - Transfer Notice Form: Standard form for initiating transfer process, including required information and timelines

5. Schedule 5 - Deed of Adherence: Form of deed to be signed by new partners joining the partnership

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

England and Wales

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions


































Clauses






























Industries

Partnership Act 1890: Primary legislation defining partnerships, their basic rights and obligations, default rules for partnership dissolution, and governing partner authority and liability

Companies Act 2006: Key legislation for partnerships with corporate partners, covering registration requirements and corporate governance aspects

Law of Property Act 1925: Governs the transfer of property interests and requirements for written documents in property transactions

Income Tax Act 2007: Key tax legislation governing income tax treatment of partnership interests and distributions

Corporation Tax Act 2010: Tax legislation relevant for corporate partners and partnership tax treatment

Taxation of Chargeable Gains Act 1992: Covers Capital Gains Tax implications, tax treatment of partnership interests, and Stamp Duty considerations

Contract Law principles: Common law principles covering offer, acceptance, consideration, and intention to create legal relations

Insolvency Act 1986: Legislation covering partner bankruptcy provisions and partnership insolvency scenarios

Mental Capacity Act 2005: Legal framework for dealing with partners who lose mental capacity and decision-making provisions

Financial Services and Markets Act 2000: Regulatory framework applicable if the partnership involves regulated activities or financial services

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Venture Partner Agreement

An England & Wales agreement formalizing venture capital partnerships, detailing roles, responsibilities, and compensation.

Download

Vacation Home Partnership Agreement

An England & Wales legal document outlining co-ownership terms for a shared vacation property.

Download

Trucking Partnership Agreement

An England & Wales legal document outlining partnership terms for trucking operations, ensuring compliance and profit sharing.

Download

Term Sheet For Partnership Agreement

An England & Wales document outlining initial terms for a partnership, guiding final agreement negotiations.

Download

Temporary Partnership Agreement

An England & Wales legal document outlining terms for a temporary project-specific business collaboration.

Download

Technology Partnership Agreement

An England & Wales legal agreement formalizing technological collaboration, addressing IP, confidentiality, and compliance.

Download

Technical Partnership Agreement

An England & Wales legal document outlining terms for technical collaboration and intellectual property management.

Download

Strategic Technology Partnership Agreement

An England & Wales legal agreement for technological collaboration, addressing data protection, IP rights, and cybersecurity.

Download

Strategic Alliance Partnership Agreement

An England & Wales legal document formalizing collaborative ventures while maintaining independent legal status for organizations.

Download

Startup Partnership Agreement

An England & Wales legal document outlining partners' rights and duties in a new business venture.

Download

Standard Partnership Agreement

An England & Wales legal document defining partnership terms, modifying default rules under the Partnership Act 1890.

Download

Sponsorship Partnership Agreement

An England & Wales contract detailing sponsorship terms, rights, and obligations for commercial partnerships.

Download

Software Partnership Agreement

An England & Wales legal contract formalizing software development partnerships, detailing rights, responsibilities, and dispute resolution.

Download

Software Partner Agreement

An England & Wales legal agreement for software distribution and partnership roles, responsibilities, and compliance.

Download

Shareholders Agreement Joint Venture

An England & Wales legal document outlining governance and rights in a joint business venture.

Download

Service Partner Agreement

An England & Wales agreement formalizing service delivery partnerships with external providers, detailing scope, standards, and compliance.

Download

Simple 50 50 Partnership Agreement

An England & Wales legal document establishing equal partnership rights and responsibilities for business ventures.

Download

Simple Partnership Dissolution Agreement

An England & Wales legal document detailing terms for amicable partnership dissolution and asset distribution.

Download

Simple Limited Partnership Agreement

An England & Wales legal document outlining roles and liabilities in a limited partnership agreement.

Download

Restaurant Profit Sharing Agreement

An England & Wales agreement outlining profit distribution terms for restaurant owners, investors, and employees.

Download

Revenue Share Partnership Agreement

An England & Wales agreement detailing revenue-sharing terms for collaborative business ventures.

Download

Secret Partner Agreement

An England & Wales legal document ensuring partner anonymity while participating in business profits and decisions.

Download

Sales Cooperation Agreement

An England & Wales legal document formalizing sales collaboration through agents or distributors, detailing roles and financial terms.

Download

Salaried Partner Agreement

An England & Wales agreement outlining terms for salaried partners in professional services firms.

Download

Real Estate Limited Partnership Agreement

An England & Wales legal document outlining terms for pooled real estate investment with limited liability.

Download

Real Estate Joint Venture Agreement

An England & Wales legal document outlining terms for joint real estate ventures, including ownership and profit distribution.

Download

Real Estate Channel Partner Agreement

An England & Wales legal agreement outlining terms for property sales through authorized channel partners.

Download

Property Partnership Agreement

An England & Wales legal document outlining joint property investment terms, rights, and obligations among partners.

Download

Profit Sharing Ratio Partnership Agreement

An England & Wales legal document formalizing customized profit-sharing arrangements in business partnerships.

Download

Profit Sharing Agreement In Business Partnership

An England & Wales legal document outlining profit distribution and responsibilities in a business partnership.

Download

Profit And Loss Partnership Agreement

An England & Wales legal document outlining profit and loss sharing in business partnerships.

Download

Production Partnership Agreement

An England & Wales legal document outlining terms for joint production ventures, including governance and profit distribution.

Download

Product Partnership Agreement

An England & Wales legal document formalizing product collaboration terms between businesses in manufacturing, distribution, or sales.

Download

Preliminary Partnership Agreement

An England & Wales legal document outlining preliminary terms for forming a business partnership.

Download

Preferred Partnership Agreement

An England & Wales agreement formalizing strategic business partnerships with preferential rights and compliance provisions.

Download

Preferred Partner Agreement

An England & Wales legal document formalizing strategic partnerships with key suppliers under preferential terms.

Download

Pre Partnership Agreement

An England & Wales legal document outlining preliminary terms before formal partnership formation, ensuring confidentiality and exclusivity.

Download

Photography Partnership Agreement

An England & Wales legal agreement formalizing a business partnership between photography professionals, detailing rights and responsibilities.

Download

Pharmacy Partnership Agreement

An England & Wales legal document outlining a joint pharmacy business partnership's framework and regulatory compliance.

Download

Partnership Subscription Agreement

An England & Wales legal document outlining terms for a new partner joining an existing partnership.

Download
See more related templates

ұԾ’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ұԾ’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it