The General Partnership Agreement is a foundational document used when two or more individuals or entities wish to establish a business partnership in Ireland. It is essential for creating a clear legal framework for the partnership's operations and protecting the interests of all partners. The agreement must comply with Irish partnership law, particularly the Partnership Act 1890, and addresses crucial aspects such as capital contributions, profit sharing, management structure, and partner obligations. This document is typically used when establishing new partnerships or formalizing existing ones, and is particularly important as partners in general partnerships have unlimited liability for the partnership's debts and obligations. The agreement helps prevent future disputes by clearly defining roles, responsibilities, and procedures for various business scenarios.

1. Parties: Identification and details of all partners entering into the partnership agreement

2. Background: Context of the partnership formation and partners' intention to establish the partnership

3. Definitions: Definitions of key terms used throughout the agreement

4. Partnership Name and Business: Official name of the partnership and nature of the business to be conducted

5. Commencement and Term: Start date of the partnership and whether it's for a fixed term or continuing

6. Capital Contributions: Initial and ongoing capital contributions by each partner

7. Profit and Loss Sharing: Agreement on how profits and losses will be distributed among partners

8. Management and Decision Making: Partnership management structure and voting rights for different types of decisions

9. Banking and Financial Matters: Banking arrangements, accounting practices, and financial management procedures

10. Partners' Duties and Obligations: Core responsibilities and duties of partners, including fiduciary duties

11. Meetings and Resolutions: Procedures for partner meetings and decision-making processes

12. Restrictions on Partners: Non-compete and other restrictive covenants applicable to partners

13. New Partners and Exits: Process for admitting new partners and handling partner exits

14. Dissolution and Termination: Circumstances and procedures for partnership dissolution

15. Governing Law and Jurisdiction: Confirmation of Irish law governance and jurisdiction for disputes