« PreviousContinue »
faction of the expenses to be incurred in keeping up and renewing the said stock and otherwise, in the carrying on, conduct, and management of the said
business, unto the said I. L., his executors ar admiBooks to be nistrators, or as he or they shall direct. And also, kept.
shall and will write and keep true and perfect entries in proper books of account of all such goods as shall be sold, and of all moneys which shall be paid and received by him, and of all other accounts and transactions of or connected with the said business, and permit the same, from time to time, to be inspected
by him, the said I. L., or such person or persons as T. E. not to he shall appoint. And further, that he, the said T. deal in his E., shall not, nor will at any time, during the con
tinuance of the said term of years, buy or sell, or in anywise trade or deal in his own name, but on the behalf, and in the name only, of the said I. L.; nor do any act whatsoever whereby the said
stock, or any part thereof, may be attached, distrained, To render an or taken in execution. And also, that at Christmas account at
next, and so at every succeeding Christmas during Christmas.
the continuance of the said term of years, or oftener, if thereto required by the said I. L., be, the said T. E., shall and will take a full account and estimate in writing of the stock, for the time being, remaining in the said trade, and of the profits there. of, and deliver the same to the said I. L. And that, at the expiration, or other sooner determination of the said term of years, he, the said T. E., bis executors or administrators, shall and will deliver up to him, the said I. L., his executors or administrators, all such stock as shall then be remain. ing and undisposed of, to and for his or their own use and benefit. In witness, &c.
An Agreement between a Trader and his retiring
Partner for the Purchase of the Lease of a House,
Articles of agreement between, &c. [Recite the partnership, &c.] Now, the said C. D. doth hereby covenant, promise, and agree, to and with the said
E. F., that he, the said C. D., shall and will, on or before
make and execute an assignment of the said indenture of lease, and the messuage and premises therein comprised, with their appurtenances, free from all incumbrances, with all usual and proper covenants, unto the said E. F., for the residue of the said term of years, under and subject to the rents, covenants, and provisoes payable, or to be observed in respect thereof. And the said E. F. doth hereby covenant, promise, and agree, that thereupon, and so soon as an assignment of the said premises shall be made and executed to him as aforesaid, he, the said E. F., shall and will pay, or cause to be paid, to the said C. D., the sum of L.
, for the purchase of the good-will of the said premises. And further, that the said E. F. shall and will pur. Also stock in chase from the said C. D. all his share and interest in the stock in trade in and upon the said premises, together with all the fixtures and utensils thereto belonging, at a fair appraisement, to be made by two regular appraisers, one to be chosen by the said C. D., and the other by the said E. F. And the said C. D., in consideration of the said sum of L. , doth hereby covenant and agree with the said E. F., that he, the said C. D., shall not, nor will, exercise the trade of a , which he now useth, during the residue of the said term of years, within the parish of . And for the true performance of this agreement, each party bindeth himself unto the other in the penal sum of L. of lawful money of Great Britain, to be recovered as and in the nature of liquidated damages, &c. In witness, &c.
'In order to give effect to an agreement as to the transfer of a business or good will, a person may bind himself not to carry on some particular business, or not to trade in some particular place, for some limited time ; but a general restraint upon a party's right to trade is illegal and void. Ward v. Byrne, 9 Law Journ. 14 Ex.
Recital of agreement
of average amount of business.
Deed of Copartnership between Solicitors.
This indenture made, &c., between J. P., of, &c., one of the attorneys of her Majesty's Court of Queen's Bench at Westminster, and a Solicitor of the High Court of Chancery, of the one part; and R. J. li., of, &c., of the other part. Whereas the said J. P. and R. J. R. bave mutually agreed to become copartners in the practice or profession of attorneys, solicitors, and conveyancers, for the term of years, under the stipulations and agreements hereinafter contained, [And whereas the said J. P. and R. J. R. bave been respectively for some years in practice, and the practice of the said J. P. is estimated on an average of the last three years to produce the net profit or yearly sum of L. , and the practice of the said R. J. R. is estimated on a similar average to produce the net profit or yearly sum of L. And whereas, it is intended, as hereinafter stipulated, that the said J. P. and R. J. R. shall be entitled to the profits of the said copartnership, in equal shares and proportions; and as one moiety of the profits of the said copartnership business will, according to the hereinbefore mentioned estimates, exceed the estimated profits of the business of the said R. J. R. by the annual sum of L. ,it hath been agreed that the said R. J. R. shall pay to the said J. P., as a consideration for the said copartnership, the sum of L.
:) Or, [And whereas, in consideration of the sum of L.
to be paid to the said J. P. by the said R. J. R., the said J. P. and R. J. R. have agreed to become copartners in the prac. tice or profession of attorneys, solicitors, and con. veyancers, for the term of years, under and subject to the conditions and stipulations hereinafter
· This instrument being under seal, will require a deed stamp of L.), 15s., with a progressive duty of L.1, 5s. It may be made applicable to several partners, with very little alteration.
contained.] Now, this indenture witnesseth, that, Mutual covein consideration of the mutual trust and confidence nant to bewhich the said parties hereto respectively repose in come part. each other, and also in consideration of the sum of, &c., each of them, the said J. P. and R. J. R., doth hereby for himself, his heirs, executors, and admini. strators, covenant, promise, and agree, to and with the other of them, his executors and administrators, in manner following ; (that is to say,) that they, the said J. P. and R. J. R., shall and will become, continue, and be copartners in the business or profession of attorneys, solicitors, and conveyancers, for the term of , from the day of the date of these presents, (if they, the said parties, shall so long live.) That the said copartnership business shall be carried on at the office or chambers in Lincoln's-Inn-Fields, Place and now in the occupation of the said J. P., or at such style of busi
ness. other place as the said parties shall agree, under the name or style of P. and R. [If the business should be carried on in the house of the said partners, in. sert the following agreement.] That during so long Who is to be as the said business shall be carried on in the dwell. allowed a ing-house of the said R. J. R. he shall be paid, and allowed by and out of the copartnership funds, the yearly rent or sum of L. for and towards the rent and taxes of the said office, and of such part of the dwelling-house as may be employed in and upon the account of the said business, in the same manner as such business hath been lately carried on there, and for the usual necessary coals, candles, and attendance of servants. That, on the dissolution of Not to carry the said copartnership, by effluxion of time, the of- on business fices or chambers in which the said partnership-bu
ship premises siness shall be then carried on shall be let or disposed after dissoluof, and neither of the said partners shall, directly or tion. indirectly, practise or carry on business therein for the space of years from the time of such dissolution. [Add provisions as to the capital, the bankers, and the division of profit and loss, and allowance to partners, as agreed on.] (See post.)
early sum in
Not to carry That neither of them, the said partners, shall or On any business on sepa
will, at any time during the continuance of the said rate account. copartnership, carry on, prosecute, or defend any
suit or suits at law or in equity, or make any conveyances, deeds, writings, or securities, or transact or do any other affairs or business incident or belonging to the profession of an attorney, solicitor, or conveyancer, for any profit or advantage, on his own separate account, or for or on any other ac
count than for the joint benefit of the said partners, As to pre
in the proportion hereinafter mentioned. That all miums and
premiums which will be received with articled clerks, fees.
and all fees, emoluments, and benefits that shall arise from the exercise by the said partners respec. tively, of the office of steward, receiver, agent, or court keeper, of any other person or persons, or of the office of vestry clerk, clerk to magistrates, commissioner of bankrupts, or of any other public office
whatever, shall be considered and accounted for as As to dealings profits of the said partnership. That if either of the
said parties hereto shall give credit to, or pay or exner after notice from the pend any sum or sums of money, for or on account other.
of any person or persons whomsoever, after having been forewarned and required by the other of them not so to do, the party so doing shall alone pay and bear any loss which may be occasioned thereby, and
his share of the profits of the said business shall As to the ap- stand charged with the same. That all and every plication of payments by
sum and sums of money which shall at any time former clients hereafter be paid to or received by either of the of partners. said parties, from any person or persons whomso
ever, who now is or are indebted to either of them, the said J. P. and R. J. R., for or on account of any business heretofore done and performed by either of them, shall, in the first place, be applied in and towards the payment and discharge of such debt or debts as were due or owing from such person or persons, to either of the said parties hereto, be. fore the commencement of the said copartnership; and the remainder of such sum or sums (if any)