Affiliate disclosure: We may earn a commission if you use LegalZoom or Rocket Lawyer through our links, at no extra cost to you. Templates are for informational purposes only and do not constitute legal advice.

Simple Partnership Agreement: 2-Page Template for Two-Person Businesses

Updated April 2026. Copy this template, fill in the blanks, and sign. Includes guidance on when a simple agreement is enough.

The Complete 2-Page Template

Copy this template directly. Every [BRACKETED] item needs to be filled in before signing.

SIMPLE PARTNERSHIP AGREEMENT This Partnership Agreement ("Agreement") is entered into as of [DATE], between [PARTNER 1 FULL NAME] ("Partner 1") and [PARTNER 2 FULL NAME] ("Partner 2"), collectively the "Partners." 1. PARTNERSHIP NAME AND PURPOSE The Partners form a general partnership under the name "[BUSINESS NAME]." Purpose: [DESCRIBE THE BUSINESS - be specific] Principal Office: [STREET ADDRESS, CITY, STATE] 2. CAPITAL CONTRIBUTIONS AND OWNERSHIP Partner 1: $[AMOUNT] (or: [describe non-cash contribution]) = [XX]% ownership Partner 2: $[AMOUNT] (or: [describe non-cash contribution]) = [XX]% ownership Additional capital requires unanimous written consent. 3. PROFITS AND LOSSES Net profits and losses shall be allocated: Partner 1: [XX]% | Partner 2: [XX]% Distributions shall be made [quarterly / annually], after maintaining reserves of $[AMOUNT] for business operations. Partners may take draws not exceeding $[AMOUNT] per month. 4. MANAGEMENT Both Partners may act on behalf of the Partnership for routine matters under $[X,XXX]. Major decisions (over $[X,XXX], new debt, new contracts over [TERM]) require written agreement of both Partners. 5. PARTNER EXIT A Partner wishing to exit must provide [90] days written notice. The remaining Partner has the right to purchase the exiting Partner's interest at [fair market value / X times annual profit / book value]. If the remaining Partner does not purchase within [60] days, the Partnership shall be dissolved per Section 7. 6. DISPUTE RESOLUTION Any dispute shall first be addressed through good-faith negotiation for 30 days. If unresolved, the parties agree to non-binding mediation before any legal action. 7. DISSOLUTION The Partnership dissolves upon: (a) mutual written consent; (b) expiration of the notice period if a Partner exits and the remaining Partner does not exercise buyout rights. Upon dissolution: (1) complete pending obligations; (2) pay debts; (3) return capital contributions; (4) split remaining assets [XX/XX]%. 8. GENERAL This Agreement is governed by the laws of [STATE]. Amendments require both Partners' written consent. This is the entire agreement between the parties. SIGNATURES: Partner 1: _________________________ Date: ___________ [PARTNER 1 FULL NAME] Partner 2: _________________________ Date: ___________ [PARTNER 2 FULL NAME]

Section-by-Section Walkthrough

Section 1: Business Name and Purpose

Be specific about the purpose. 'Technology consulting for healthcare companies' is better than 'consulting.' A broad purpose means partners can take the business in any direction without needing to amend the agreement - which sounds convenient but creates conflict.

Section 2: Capital and Ownership

Document every contribution: cash, equipment, intellectual property, client lists. For non-cash contributions, agree on a dollar value and note it. Ownership percentage should reflect the total value of contributions, not just cash. If Partner 1 contributes $50,000 cash and Partner 2 contributes their client book valued at $50,000, both own 50%.

Section 3: Profits and Losses

The split does not have to match ownership percentage. Partners sometimes agree to a different operating split (e.g., 60/40 for profits) than the ownership split (e.g., 50/50 for the business's equity value). This is legal but make sure both are documented clearly.

Section 4: Management

The $[X,XXX] threshold is critical. Set it high and either partner can make large commitments without consultation. Set it low and you create bottlenecks. Typical ranges: $1,000 to $5,000 for small businesses, $5,000 to $25,000 for larger ones.

Section 5: Partner Exit

Choose your valuation method carefully. Book value (assets minus liabilities) often undervalues a profitable business. A multiple of earnings is more accurate but requires calculating EBITDA. Fair market appraisal is most accurate but costs $3,000 to $10,000. For a simple agreement, a formula method works well: '3x average annual net profit for the prior 2 years.'

Section 7: Dissolution

Keep it simple here. The key is the asset distribution order: debts first, capital return second, then split any remainder by profit percentages. Do not promise partners a specific distribution amount - it depends on what is left after liabilities are paid.

Simple Agreement vs Comprehensive Agreement

FactorSimple (2-page)Comprehensive (10-20 pages)
Business valueUnder $250,000Over $250,000
Number of partners2 partners3+ partners
IP assetsNone or minimalSignificant software, patents, brand
EmployeesNo employeesHas employees or plans to hire
Outside investorsPartners onlyHas or seeks outside investment
Risk levelLow personal liability exposurePhysical locations, regulated industry, high debt

What a Simple Agreement Does NOT Protect You From

Personal Liability

A general partnership agreement provides zero liability protection. Both partners are personally liable for all business debts and legal judgments. Only an LLC or LP structure protects personal assets.

Death or Disability

This simple template does not address what happens if one partner dies or becomes disabled. Without those provisions, the partnership automatically dissolves in most states.

Non-Compete Enforcement

A simple agreement without a detailed non-compete clause leaves you vulnerable if a departing partner immediately starts a competing business and takes clients.

Intellectual Property

If your business creates software, designs, or brand assets, a simple agreement's IP provisions are insufficient. You need specific assignment language and work-for-hire clauses.

3-Partner and 4-Partner Variations

For 3+ partners, adjust the template as follows:

3-PARTNER ADJUSTMENTS: VOTING: For decisions requiring mutual agreement, use majority vote (any 2 of 3 partners). For major decisions (sale, dissolution, new debt over $[XX,XXX]), require unanimous consent. PROFIT SPLIT (example): Partner 1: [XX]% | Partner 2: [XX]% | Partner 3: [XX]% (must total 100%) EXIT / BUYOUT: On a Partner exit, remaining Partners have the right to purchase the exiting Partner's interest proportionally (each remaining Partner's percentage increases pro-rata) or in any other proportion they unanimously agree to. DISSOLUTION VOTE: The Partnership dissolves upon unanimous consent, or upon consent of Partners holding a majority of profit interests if a Partner has materially breached the Agreement and the breach is not cured within [30] days of written notice.

FAQ

What should a simple partnership agreement include?

A simple partnership agreement should at minimum include: partner names, business name and purpose, capital contributions and ownership percentages, profit and loss split, management authority, partner exit process, and dissolution terms. Even a two-page agreement covering these basics is vastly better than no agreement.

Is a simple partnership agreement legally binding?

Yes, a simple partnership agreement is legally binding if signed by all partners with clear intent to be bound. It does not need to be notarized or filed with any government agency. A one-page agreement signed by both partners is enforceable in court as long as it contains the essential terms.

What does a simple agreement not protect you from?

A simple partnership agreement does not protect you from personal liability for business debts (only LLC or LP structure does that), does not address disability or death, and may not have detailed buyout valuation formulas for high-value businesses. It is protection for common disputes, not a comprehensive legal shield.

Ready for a More Complete Agreement?

Use our interactive builder to generate a comprehensive agreement tailored to your partnership. Or have an attorney review and expand this simple template.