Agreement for Assignment and Sale of Partnership Interest and Reorganization with Purchaser as New Partner

A partnership involves combining the capital resources and the business or professional abilities of two or more people in a business. Either the Uniform Partnership Act (UPA) or the Revised Uniform Partnership Act (RUPA) has been adopted by all States except Louisiana. Partnerships are created by agreement. The partnership agreement is the heart of the partnership, and it must be enforced as written, with very few exceptions. Part¬ners' rights are determined by the partnership agreement. If the agreement is silent regarding a matter, the parties' rights are typically determined either by the UPA or the RUPA, depending on which version the partnership's state has adopted.