DEED OF RETIREMENT
This deed of retirement of partnership is made at _______this ________Day of ________, 20___, between (1) ABC, an adult Indian inhabitant of _________________________(2) DEF, an adult Indian inhabitant of ________________________________, hereinafter referred to as the “Parties of the first part” or “The Continuing Partners” (which expression shall mean and include their legal heirs, executors, administrators and assigns) and (3) XYZ, an adult Indian inhabitant of _________________________ (herein after referred to as the “Party of the second part” or “The Retiring Partner” (which expression shall mean and include his/her legal heirs, executors, administrators and assigns);
WHEREAS, the parties of the first part and the party of the second part were carrying on the business of purchase, manufacture and sale of synthetic rubber and allied products under the partnership dated _________________in the name and style of “ M/s. ______” and have carried on the said business in partnership under the same name & style up to _______________and ;
WHEREAS, the party of the second part i.e. XYZ, has conveyed to the firm and the other partners his desire to retire from the firm with effect from _____________on the payment of lump-sum amount of Rs. _____/- (Rupees ____________________only) towards his/her share of goodwill in the partnership firm of which the first installment of Rs. ________/- has already paid (Cheque no________, dated_____, drawn on_______________, Branch____) and the balance amount of Rs._________/- is being paid in cash on the signing of this deed of retirement as mentioned in clause no____ of the Partnership Deed dated ________in full and final settlement of his accounts with the firm; and
WHEREAS, the party of the second part i.e. XYZ, after negotiations with the first party, had retired from the said firm w.e.f __________ and had settled the accounts accordingly with the parties of the first part mutually and the parties of the first part have taken over and continued the running business of the firm along with all the moveable and immovable properties and assets and liabilities, past, present, future, contingent or otherwise, in connection with and relating to the said business along with the trade name of the firm and its products as well as rights, titles and interests in quotas, permits, licences, concessions, allotments and goodwill, if any, and both the parties hereto have agreed to such arrangements concerning the retirement of the second party and have settled the accounts accordingly and are desirous of reducing the terms & conditions of retirement in writing.
Now this indenture witnesseth as follows:-
(1) The party of the second part i.e. XYZ has retired from the firm of M/s. _____________ and the parties of the first part i.e. the continuing partners have taken over the running business of the firm.
(2) The parties of the first part i.e. the continuing partners have taken over and continued the running business of the said firm along with all its moveable and immovable properties and all the assets and liabilities, past, present, future, accrued or accruing, contingent or otherwise along with the trade name of the firm and its products and rights, titles and interests in quotas, permits, licences and concessions etc. The party of the second part shall not carry on the business in the name of “M/s.______” or hold out himself/herself to be a partner in the said firm after ___________.
(3) The parties to this indenture have agreed that all the books of accounts, documents and papers of the firm shall henceforth remain in custody and possession of the parties of the first part, and the party of the second part shall be entitled to take copies of any entry in the accounts books etc. at his/her expense at all reasonable times.
(4) The continuing partners shall be liable for all the dues, levies, and taxes of the government and/or semi-government bodies, save and except the income-tax in respect of the individual share of profits apportioned to each partner for any year or period up to ________.
(5) The retiring partner agrees to present, sign all the documents, forms or papers for transferring the properties moveable or immovable or assets of the firm in the name of the continuing partners or their nominees or other persons or persons as directed by them.
(6) All the disputes and differences arising from the partnership deed or from this deed of retirement or any matter concerning the past act of the firm or that of the partners or their representatives including any dispute concerning the accounts of the Partnership Firm, valuation or division of partnership assets, debts or liabilities or any dispute touching upon any act, deed, conduct or omission on the part of any partner or any matter concerning the rights, duties or liabilities of any person under these presents, shall be referred to a Sole Arbitrator in case the parties concur upon such appointment, otherwise to an Arbitral Tribunal consisting of more than one arbitrator, one arbitrator to be appointed by each party to the dispute, in accordance with and subject to the provisions of the Arbitration Act for the time being in force.
(7) That any other matter not herein before set out shall be governed by the Indian Partnership Act, 1932 or any other law for the time being in force.
In witness whereof the parties hereto have set and subscribed their respective hands to this writing on the day and year first herein before mentioned.
Signed, Sealed and Delivered
By the Withinnamed
ABC
In the presence of
Witness:-
[ABC]
Signed, Sealed and Delivered
By the Withinnamed
DEF
In the presence of
Witness:-
[DEF]
Signed, Sealed and Delivered
By the Withinnamed
XYZ
In the presence of
Witness:-
[XYZ]
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