Splitting up a partnership


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I been running a startup as a partnership since April of this year, my partner and I have slowly but surely gotten to the point where we can not work together anymore. I believe if we continue to work together one of us is going to lose it at some point. We just can't get along with each other, so I think it's best if we dissolve the partnership and go our separate ways.

My questions:

  • We have a simple Partnership Agreement form and a Business license from the city along with an EIN number, what do we exactly have to do to dissolve it? The partnership agreement states that the partnership shale survive if one of the partners leaves, but I think I might want to just dissolve it and start a brand new company by myself.
  • The partnership is a mobile game company, we have about 8 or so games out in the market that are generating revenue. How should we split up who gets to keep what? I would assume that each of us could keep a portion of the games depending on how much revenue they are generating.
  • Should we talk to a business lawyer about this?

Thank you, please feel free to offer any other suggestions in regards to my situation. As a note we both own exactly half of the partnership (50/50 split).

Partnership Partnerships

asked Oct 19 '11 at 07:59
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User13909
15 points

1 Answer


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Your partnership agreement really should have left no doubt what's to be done at this point, if it's any good.

Does your partner feel the same way? Unless you are in agreement about dissolving the partnership, as per your agreement about the partnership surviving the partners, you really both need to agree to dissolve it.
Depending on the wording. If you want to dissolve, and he doesn't, you are just leaving the partnership, and he stays with the company, meaning you would be giving up rights to the games, and any revenues.

Does your partnership agreement cover who owns the intellectual property? It should!
Talk it out with your partner, you can likely come up with a compromise on most of these points. If you can't agree, get a lawyer to interpret the partnership agreement for you.

As far as the state is concerned, a partnership is nearly a non-entity, so all you have to do is stop doing business, and the partnership is dissolved.

answered Oct 19 '11 at 08:13
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Bwasson
1,162 points
  • I plan to talk to my partner and just let them know that it's over, I believe that we will be able to come to mutual understanding. I'm fine with leaving the partnership, but I would also like to take some of the revenue that we currently generated this year and a percentage of potential revenue that will be earned over the next couple months with the products that I helped developed. – User13909 9 years ago
  • In this case, it will all depend on how your agreement is worded. If your partner is amicable, he will continue to split profits from the games you both worked on. But if he's not and you leave the partnership, unless explicitly outlined in your partnership agreement, he will keep all revenue. – Bwasson 9 years ago

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