Page images
PDF
EPUB

writing and ready to be delivered to such of the said parties as shall require Vol. III. Ch. IV. the same, within one calendar month next ensuing the day of the date of the above-written obligation; then this obligation to be void, &c.

ness of

Bond from one

Partner to the

other to indem

Whereas the above-named A. B., at the request and for the benefit and advantage of the above-bound C. D., hath consented, that for and during the term of years from the day of the date hereof, he the said A. B. may use the name of him the said C. D. in and for carrying on the trade or busi- nify him (on his which he now exerciseth upon his own account, and for Trade) from any leaving off his his own profit, and not for the account or any benefit or advantage of the Damage on acsaid A. B., but only to preserve the said trade or business to himself, the count of trading said A. B. having wholly left off and discontinued the same, which the in his Name. (1) said A. B. hath permitted him to use for the said -term, so that he the said A. B. may be indemnified against all damages for or by reason of the said trade or business, or his using his name thereon, and for carrying on the same as aforesaid, which the said C. D. doth hereby agree to indemnify him accordingly: Now therefore the condition, &c., that if the said C. D., his heirs, &c. do, &c., for or by reason of his the said C. D.'s using and exercising the said trade or business, and dealing therein in the name of the said A. B. as aforesaid, or of any matter or thing by reason thereof, or relating thereto, in any manner howsoever, then, &c.

An Assignment of Leasehold Premises from one Copartner to another,
on the Expiration of Articles of Copartnership.

Variations where the Copartnership has been dissolved by
mutual Agreement;

Also where the Assignment is of a Moiety, or other Part only

of the Premises. (2)

This indenture made the

day of

of the reign, &c., and] in the year of our Lord

[(3) in the

year between (the retiring Parties.

copartner) of, &c. of the one part, and (the continuing copartner) of, &c.

which was in the year

of the other part. Whereas by an indenture of demise of lease, bearing Recital of Lease. date the day of and made, or expressed to be made, between (the lessor), therein described, of the one part, and (the lessee), therein also described, of the other part, the said (lessor), for the considerations therein mentioned, demised all, &c., to hold the same, with the appurtenances, unto (4) the said (lessee), his executors, administrators, and assigns, from the day of then last past, for the term of years, to be thence next ensuing, under and subject to the clear yearly rent of £- and to the several covenants, provisoes, and agreements therein contained, which, on the part of the said (lessee), his executors, administrators, and assigns, is and are thereby required to be paid, performed, or observed respectively: And whereas (5) by divers mesne Of Assignment assignments, and other acts in the law, and particularly by a certain indenture of Lease to reof assignment, of the made, or expressed to be made, between A. B. therein described, of the one

day of

which was in the year

(1) Montefiore, 163.

(2) Wilde's Sup. vol. i. 231.

and tiring Copartner.

If brevity be particularly desired, the words within brackets may be omitted throughout Brevity.

the precedent.

day of

(4) If the lease were granted to the parties jointly, say, "unto the said (copartners), their Lease granted to executors, administrators, and assigns, from the last past, for the term Copartners. years thence next ensuing, as tenants in common, under and subject," &c. as

of

above.

(5) If the lease were granted immediately to the parties, this recital is to be omitted.

Lease to
Copartners.

Vol. III. Ch. IV.

Of Trade carried on in Copartnership.

[ocr errors]

in

part, and the said (retiring party), of the other part, the said messuage or tenement and premises comprised in the herein-before in part recited indenture of lease, of the day of were assigned to (1), and are now vested in the said (retiring party), his executors, administrators, and assigns, for the residue of the said term of years, subject to the rent, covenants, and agreements in the said indenture of lease contained, on the tenant, lessee, or assignee's part, to be paid, performed, and observed, for or in respect of the same premises [as in and by the said indenture of assignment, reference being thereunto had, will more fully appear]: And whereas under or by virtue of a certain indenture, bearing date the day of the said (copartners) have carried on the trade or business of copartnership together (2), until the day of day of last past, when the same expired by effluxion of time: And whereas it was by the said articles of copartnership declared and agreed (amongst other things), that, at the expiration of the said copartnership, the said (continuing party) should take the dwelling-house and premises where the joint trade might then be carried on, and also the part or share of the said (retiring party) in the stock in trade, debts, and effects of the said copartnership, at such sum as the same should be valued at by two indifferent persons, to be chosen as therein mentioned, and which said sum it was agreed should be secured by the bond or obligation in writing of the said (continuing party), to be paid at the times and in the manner therein mentioned: And whereas the said messuage or tenement and premises comprised in the said in part recited indenture of lease (being the premises where the said copartnership trade was carried on at the time of the dissolution thereof), together with the stock in trade, have been valued, to the satisfaction of the said (retiring party), at the sum of £; that is to say, the said messuage or tenement and premises at the sum of L- —, and the said stock in trade at the sum of £—: And Of Bond given. whereas the said (continuing party), in pursuance and performance of the agreement in the said in part recited indenture contained in that behalf, hath, by his bond or obligation in writing, bearing even date with these presents, become bounden unto the said (retiring party) for the payment of the said sum of £- at the times and in the manner therein mentioned: Of Assignment And whereas by an indenture already prepared and engrossed, bearing or

Of Valuation made.

of Stock in Trade by In

denture of even Date.

Of Agreement for assigning of Premises.

Moiety, &c.

Partnership dissolved by Con

sent.

intended to bear even date herewith, and made or expressed to be made between the same persons as are parties hereto, the said (retiring party), in pursuance and performance of the agreement in the said in part recited indenture contained in that behalf, hath assigned over, or immediately upon the execution hereof will assign over, unto the said (continuing party), the part or share of him the said (retiring party) in the stock in trade and other the effects of the said copartnership; and in further pursuance of the said indenture hath agreed to assign to the said (continuing party) the said

(1) If the assignment were made to the copartners jointly, say, "were assigned to, and are now vested in the said (copartners), their executors, administrators, and assigns, for the residue of the said term of years, subject to the rent and covenants in the said indenture of lease contained on the tenant's or assignee's part to be performed or observed, for or in respect of the saine premises, and also as between them the said (copartners), their respective executors and administrators, to the covenants, provisoes, articles, and agreements contained, implied, or referred to concerning the same in and by the therein and herein-after in part recited indenture or deed of copartnership.

(2) If the copartnership were dissolved by mutual consent, say, " And whereas under or by virtue of a certain indenture, bearing date the day of the said (copartners) have carried on the trade or business of in copartnership, until the day of the date of these presents: And whereas it hath been mutually agreed between them, that the said copartnership shall be dissolved and cease on the day of the date hereof: And whereas it was by the said recited articles of copartnership declared and agreed, that at the expiration or other sooner determination of the said copartnership, the said (continuing party) should take the dwellinghouse," &c, as above.

consideration of

the Leasehold Premises :

messuage or tenement, in the manner herein-after expressed: Now this Vol. III. Ch. IV. indenture witnesseth, that in pursuance of the said last-mentioned agreement, and in consideration of the said in part recited bond, so far as regards Witness, that in the said sum of -, part of the said sum of £, in the condition Sum secured to thereof mentioned [and also for and in consideration of the further sum of be paid to the five shillings of lawful current money of England, to the said (retiring party) retiring Party, in hand well and truly paid by the said (continuing party), at or before the sealing and delivery of these presents (the receipt whereof is hereby acknowledged)], he the said (retiring party) [hath granted, bargained, sold, assigned, the retiring transferred, and set over, and by these presents] doth grant, bargain, sell, Party assigns assign, transfer, and set over unto the said (continuing party), his executors, administrators, and assigns, all (1) that the said messuage or tenement, piece or parcel of ground, and all and singular other the premises comprised in and expressed to be demised by the said herein-before in part recited indenture of lease of the day of [and so assigned and transferred unto the said (retiring party) by the said in part recited indenture of assignment of the day of], as herein-before is mentioned, with all and singular the rights, members, easements, privileges, advantages, and appurtenances to the same premises belonging, or therewith or with any part thereof now or usually occupied or enjoyed, together with the said herein-before in part recited indentures of lease and of assignment, and all mesne assignments and under-leases, if any thereof, and all benefit and advantage of the same respectively, and of all and every the covenants, clauses, provisoes, and agreements therein contained, which, on the part of the lessor or landlord, or any under-lessees or under-lessee of the said premises, are to be performed or observed, and all the estate, right, title, interest, term or number of years now to come and unexpired, property, claim, and demand whatsoever, both at law and in equity, or otherwise howsoever, of him the said (retiring party), of, in, to, or out of the same premises, and every part and parcel thereof, under or by virtue of the said indentures of lease and of assignment, or either of them howsoever; to have and to hold (2) To hold to the the said messuage or tenement, piece or parcel of ground, and all and sin- continuing Party gular other the premises hereby assigned or mentioned or intended so to be, for the Residue [and every part or parcel of the same, with their and every of their respective rights, members, privileges, easements, advantages, and appurtenances], unto the said (continuing party), his executors, administrators, and assigns, from henceforth, for and during all the residue or remainder of the said term or period of years, in and by the said in part recited indenture of lease granted, which is or may be yet to come and unexpired by efflux and computation of time, [and in such and the same or the like manner, and as beneficially, to all intents and purposes, as the said (retiring party) now holds or enjoys, or at or immediately before the sealing and delivery of these presents held or enjoyed the same]: Subject nevertheless to the payment of the yearly rent in and by the said in part recited indenture of lease reserved, or such part thereof as by the tenant or lessee of the same premises is or ought to be paid for or in respect thereof, from and after the

day of

now last past, and to the performance and observance of the covenants,

of the Term;

Subject to the
Rent and Cove

nants contained
in the Lease.

(1) If the lease or assignment were made to the copartners jointly, say, "all that undivided Moiety, &c. moiety or full half part (the whole into two equal parts being considered as divided), and all

and singular other the part or share of him the said (retiring party), under or by virtue of the

said indenture of copartnership, or otherwise howsoever, of and in all," &c. as above.

(2) If the lease or assignment were made to the copartners jointly, say," to have and to Moiety, &c. hold the said undivided moiety or full half part (the whole into two equal parts being considered

as divided) of him the said (retiring party), of and in the said messuages or tenements," &c. as above.

Vol. III. Ch. IV. provisoes, and agreements therein contained, which, on his or their part or behalf are or ought to be observed or performed, from and after the date of these presents. (Add covenants by the retiring party that the lease is valid for quiet enjoyment and further assurance, and by the continuing party to pay rent and indemnify assignor (1).) In witness, &c.

Bond for Performance of Covenants and Indemnity on Dissolution of Copartnership. (2)

Obligation.

Recital of Copartnership.

Of Deed of Dis- of solution.

Covenants to be inserted.

Covenant by retiring Party that

he has not incumbered.

Know all men, by these presents, that I [or we], (the obligor or obligors), of, &c., am [or are] holden and firmly bounden unto (the obligee) [or (obligees)], of, &c., in the penal sum of £ of lawful money of the united kingdom of Great Britain and Ireland, of English value and currency, to be paid to the said (obligee), [or (obligees), or one of them, or their or] his executors, administrators, or assigns, or his or their lawful attorney or attornies, for which payment to be faithfully and truly made, I bind myself, my heirs, executors, and administrators [or we bind ourselves, and each of us jointly and severally, and our and each of our heirs, executors, and administrators, and every of them], firmly by these presents, sealed with my seal [or our respective seals]. Dated this day of - in the year of the reign, &c., and in the year of our Lord Whereas the above-bounden (continuing party), and the above-named (retiring party), have for some time past been copartners together in the trade or business And whereas by an indenture "bearing or intended to bear even date with the above-written obligation, and made or expressed to be made between the said (continuing party) of the one part, and the (retiring party), of the second part, it was agreed and declared, that the said copartnership should from thenceforth be dissolved and determined, and that the said (retiring party) should assign all his interest therein to the said (continuing party), which the said (retiring party) hath accordingly done, by indenture of even date with the said indenture last mentioned, and made or expressed to be made between the said (retiring party) of the one part, and (continuing party) of the other part; and upon the treaty for the said dissolution, it was further agreed, that the sum of £being part of the sum therein mentioned to have been brought into the said trade by the said (retiring party), in increase of the capital thereof, should be repaid to him by equal payments, on the theday of further sum of £

day of the day of and the day of ; together with the as or for one-half part of the value of the stock in trade then belonging to the said copartnership, and also that the said (continuing party) should take upon himself the payment of all debts then owing from the said copartnership trade; and it was further agreed, that the said sums should be secured by several bills of exchange, to be accepted by the said (continuing party), in favour of and payable to the said (retiring party), or his order, at the times aforesaid, and also by the bond or obligation

(1) If the premises were granted or assigned to the copartners jointly, these covenants must be omitted, and a covenant inserted on the part of the retiring party, that he has done no act to incumber; the form of which covenant will be as follows: "And the said (retiring party), for himself, his heirs, executors, and administrators, doth hereby covenant, declare, and agree with and to the said (continuing party), his executors, administrators, and assigns, that he the said (retiring party) hath not at any time heretofore made, done, executed, or knowingly suffered or omitted any act, deed, matter, or thing whatsoever, whereby or by reason or means whereof the said moiety or half part or share of him the said (retiring party), of and in the said mes suages or tenements and premises hereby assigned, or mentioned or intended so to be, or any part or parcel thereof, or the residue now to come of the said term of can, shall, or may be impeached, charged, incumbered, or prejudicially affected in any man

ner howsoever."

years, are, is,

(2) Wilde's Sup. 1st vol. 382.

in writing of the said (continuing party), together with a warrant of attorney Vol. III. Ch. IV. to confess judgment thereon, for securing the punctual payment of the said notes when due, and the observance and performance of the several clauses and agreements of the said indenture of dissolution contained, on the part of the said (continuing party) to be observed and performed, but that no judgment should be entered up thereon until default should be made in payment of some or one of the said bills of exchange, or in the observance and performance of some of the said clauses and agreements; and the said bills of exchange have been accordingly given as the said (retiring party) doth hereby acknowledge: Now the condition of the above-written obligation is such, that if the above-bounden (continuing party), his heirs, executors, or administrators, do and shall well and truly pay, or cause to be paid, all and every of the said several bills of exchange so accepted by him the said (continuing party), to or in favour of the said (retiring party), or his order, as aforesaid, as and when the same respectively shall, according to the law or custom of merchants, and allowed by the laws of this realm, become payable; and also do and shall well and effectually indemnify, protect, and save harmless the said (retiring party), his executors, administrators, and assigns, of and from all debts and sums of money, and other claims and demands whatsoever, which are now due or growing due from them the said (continuing party) and (retiring party), or either of them, or which shall or may at any time hereafter be or become due from him the said (continuing party), his executors or administrators, for or on account of the said copartnership or joint trade, and in all things well and truly observe, fulfil, perform, and keep all and singular the aforesaid, and other the covenants, conditions, clauses, stipulations, and agreements in the said herein-before in part recited indenture of dissolution contained, which, on the part and behalf of the said (continuing party), his heirs, executors, or administrators, are or ought to be observed, fulfilled, performed, and kept, according to the true intent and meaning of the same respectively; then, &c.; or else, &c.

torney from an Administratrix of a Copartner to the surviving Partner, of all Debts due in Partnership. (1)

Whereas J.W. of, &c., and W.J. late of, &c. deceased, in his lifetime A Letter of Atwere copartners in the trade or business of a merchant, during which term of their copartnership divers and several debts were made due to them as copartners, which as yet remain unsatisfied: And whereas a moiety thereof belongs to E. J. of, &c., late wife and administratrix of all and singular the goods, chattels, and debts which lately did belong and appertain unto the said W. J., her husband, deceased, by virtue of the administration aforesaid; and divers other debts were made since by the said J.W. and the said E. J., which do also remain unsatisfied, one part or share whereof belongs to the said E. J. Now know all men, by these presents, that I the said E. J., for divers good causes and considerations me thereunto moving, have made, ordained, authorized, constituted, and appointed, and by, &c., the said J.W. to be my true and lawful attorney and assignee, in the name or names of the said W. J., deceased, or me the said E. J. and the said J.W., or in the name of us or any of us, as the case shall or may require, but to the only proper use, benefit, and behoof of my said attorney, his executors and assigns, to ask, demand, levy, sue for, recover, and receive all and singular such debts, sum and sums of money, as are or shall be due or anyways belonging to me the said E. J. by any person or persons whatsoever, for or in respect of the said copartnership between the said J.W. and W. J. deceased, or for or in respect of any other dealings between me the said E. J. and the said J.W., giving, and by these presents granting unto the said J.W. as full

(1) See form, Montefiore, 349.

« PreviousContinue »