Best Examples of Partnership Agreement Template Examples for LLC (2024 Guide)

Real‑World Examples of Partnership Agreement Template Examples for LLC

Let’s start with what people actually use. When someone searches for examples of partnership agreement template examples for LLC structures, they’re usually looking for language they can adapt, not just definitions.

Below are several real‑world style scenarios, each with sample clause language you’d typically see in a partnership‑style LLC operating agreement.

1. Two‑Partner LLC – Equal Ownership, Simple Operations

Picture a small design studio: two founders, 50/50 members, no outside investors. This is one of the most common examples of partnership agreement template examples for LLC businesses.

Sample ownership and profit clause:

Ownership Interests. The Members hereby agree that Member A shall hold a fifty percent (50%) Membership Interest and Member B shall hold a fifty percent (50%) Membership Interest in the Company.

Allocations and Distributions. Profits and losses of the Company shall be allocated to the Members in proportion to their respective Membership Interests. Cash distributions, if any, shall be made at least annually, subject to available cash and reasonable reserves.

Why this example works in 2024:

• Many small LLCs are “member‑managed” and need very clear 50/50 language.
• Tax allocations are typically aligned with ownership percentages for simplicity.
• It avoids complex waterfall structures that don’t fit a small business.

For a basic two‑partner LLC, these kinds of examples include core terms about ownership, profit splits, and decision‑making, without getting buried in investor‑style drafting.

2. Service‑Based LLC – Sweat Equity vs. Cash Investors

Another common example of partnership agreement template examples for LLC entities is a service firm where one partner contributes cash and the other contributes time and expertise.

Scenario:

• Partner 1 invests $50,000 cash.
• Partner 2 contributes no cash but works full‑time building the business.

Sample capital and vesting clause:

Initial Capital Contributions. Member 1 shall contribute Fifty Thousand Dollars (\(50,000) in cash. Member 2 shall contribute services valued at Fifty Thousand Dollars (\)50,000), to be earned over a twenty‑four (24) month vesting period.

Vesting of Membership Interests. Member 2’s Membership Interest shall vest in equal monthly installments over twenty‑four (24) months of continuous service to the Company. If Member 2’s service terminates before full vesting, any unvested portion shall automatically be forfeited to the Company.

This is one of the best examples for founders who need to balance sweat equity with hard cash. Real examples like this show how a template can be adapted to handle vesting, forfeiture, and realistic partner expectations.

3. Multi‑Member Real Estate LLC – Different Capital Contributions

Real estate deals are classic examples of partnership agreement template examples for LLC use. Partners often put in different amounts of money and want distributions that reflect that.

Scenario:

• Member A contributes 70% of the capital.
• Member B contributes 30%.
• A wants some extra protection and priority on cash returns.

Sample distribution waterfall clause:

Priority of Distributions. Available Cash shall be distributed as follows:

(a) First, to all Members pro rata in accordance with their respective Unreturned Capital Contributions until such amounts are reduced to zero; and

(b) Thereafter, to the Members as follows: seventy percent (70%) to Member A and thirty percent (30%) to Member B.

Why this matters in 2024–2025:

• Higher interest rates and tighter credit markets mean more private capital deals.
• Investors want clear priority on when and how they get their money back.
• Modern templates often include detailed capital account tracking and tax allocation language (which should be reviewed with a CPA or tax attorney).

For more on tax treatment of LLCs, the IRS page on LLCs and partnerships is a helpful reference: https://www.irs.gov/businesses/small-businesses-self-employed/limited-liability-company-llc

4. Manager‑Managed LLC – Startup with Passive Members

Some of the best examples of partnership agreement template examples for LLC companies involve a manager‑managed structure. Think of a startup where two founders run the show and three friends invest money but don’t want day‑to‑day control.

Sample management clause:

Management by Managers. The Company shall be managed by one or more Managers. The initial Managers shall be Member A and Member B. Except as otherwise expressly provided in this Agreement or required by applicable law, the Managers shall have full authority to manage and control the business and affairs of the Company, including the power to bind the Company in all matters.

Member Voting Rights. The non‑manager Members shall not participate in the day‑to‑day management of the Company but shall retain voting rights with respect to the following Major Decisions: (i) admission of new Members; (ii) sale of all or substantially all of the Company’s assets; (iii) merger or consolidation of the Company; and (iv) dissolution of the Company.

Real examples like this show how you can separate management power from ownership. Many 2024 LLC templates now default to manager‑managed when there are passive investors, especially in tech and real estate.

5. Online Business or SaaS LLC – Intellectual Property and Non‑Compete

Digital businesses need examples of partnership agreement template examples for LLCs that protect intellectual property (IP). A basic form that ignores IP is asking for trouble.

Sample IP ownership clause:

Intellectual Property. All software code, content, trademarks, domain names, and other intellectual property created or acquired by any Member in connection with the Company’s business shall be deemed Company Property and shall be assigned to the Company. No Member shall claim any individual ownership interest in such intellectual property, except as expressly provided in a written agreement approved by all Members.

Sample non‑compete / non‑solicit clause (high‑level):

Restricted Activities. During the term of this Agreement and for twelve (12) months following a Member’s withdrawal, such Member shall not (a) directly compete with the Company’s primary business within a fifty (50) mile radius of its principal place of business, or (b) solicit the Company’s key employees or major clients, in each case except as permitted by applicable law.

Non‑compete rules are changing rapidly in the U.S. The Federal Trade Commission has proposed significant limits on non‑compete agreements, and several states already restrict them. Before using this kind of language, check current law or talk with a licensed attorney. The FTC maintains updates here: https://www.ftc.gov

6. Family‑Owned LLC – Succession and Buy‑Sell Provisions

Family businesses are classic examples of partnership agreement template examples for LLC entities that need solid succession planning.

Sample buy‑sell clause:

Right of First Refusal. If any Member (the “Transferring Member”) receives a bona fide offer to purchase all or any portion of such Member’s Interest, the Company and then the remaining Members shall have a right of first refusal to purchase such Interest on the same terms and conditions.

Death or Disability of a Member. Upon the death or permanent disability of a Member, the Company (or the remaining Members) shall have the option to purchase the deceased or disabled Member’s Interest at Fair Market Value, as determined by an independent appraiser mutually selected by the Company and the personal representative of the Member.

These real examples include mechanisms that keep ownership inside the family or within a defined group, which becomes more important as owners age or bring in the next generation.

For broader guidance on succession in small businesses, the U.S. Small Business Administration has helpful resources: https://www.sba.gov

7. Professional Practice LLC – Law, Medical, or Consulting Group

Professional firms often use LLCs that function like partnerships. These examples of partnership agreement template examples for LLC arrangements usually need:

• Clear rules on how new partners are admitted
• Performance or seniority‑based profit sharing
• Malpractice or professional liability considerations

Sample new partner admission clause:

Admission of New Members. No person may be admitted as a Member without the written consent of Members holding at least seventy‑five percent (75%) of the Percentage Interests. As a condition to admission, the new Member shall execute a joinder agreement agreeing to be bound by all terms of this Agreement and shall make such Capital Contribution as approved by the Members.

Professional LLCs also need to comply with state licensing rules. Many states restrict ownership to licensed professionals. State bar associations and medical boards often publish guidance—check your state’s professional regulations, typically found on .gov domains.

8. Exit‑Focused LLC – Clear Withdrawal and Dissolution Terms

Some of the best examples of partnership agreement template examples for LLC companies are the ones that are very clear about how things end.

Sample withdrawal and dissolution clause:

Voluntary Withdrawal. A Member may withdraw from the Company upon ninety (90) days’ prior written notice to the other Members. The withdrawing Member shall be entitled to receive the Fair Market Value of such Member’s Interest, payable in installments over a period not to exceed thirty‑six (36) months, subject to the Company’s cash flow and lender restrictions.

Dissolution. The Company shall be dissolved upon the earliest of: (a) the written consent of Members holding at least two‑thirds (2/3) of the Percentage Interests; (b) the sale of all or substantially all of the Company’s assets; or (c) any event requiring dissolution under applicable law.

These real examples emphasize cash‑flow‑friendly payouts and predictable triggers for winding down the LLC.

How to Use These Examples Without Copy‑Pasting Yourself Into Trouble

All of these examples of partnership agreement template examples for LLC businesses are meant as starting points, not one‑size‑fits‑all answers. A few practical guidelines:

• Treat each example of a clause as a menu item, not a full meal. Mix and match based on your business model.
• Always check your state’s LLC statute; rules differ on fiduciary duties, default voting rights, and distributions.
• Coordinate with your tax professional so that profit allocation language matches your tax strategy.
• If you’re raising outside capital or issuing equity to employees, get legal advice before you sign anything.

The IRS and SBA both publish plain‑English material that can help you frame your questions before you talk to a lawyer or accountant:

• IRS – Limited Liability Company (LLC): https://www.irs.gov/businesses/small-businesses-self-employed/limited-liability-company-llc
• SBA – Choose a business structure: https://www.sba.gov/business-guide/launch-your-business/choose-business-structure

FAQ: Examples of Partnership Agreement Template Examples for LLC

Q1. What are some common examples of partnership agreement template examples for LLC businesses?
Common examples include two‑member 50/50 LLCs, multi‑member real estate LLCs with different capital contributions, manager‑managed startups with passive investors, family‑owned LLCs with buy‑sell provisions, and professional practice LLCs where only licensed individuals can be members.

Q2. Can I use a free online example of an LLC partnership agreement?
You can use free examples as a starting point, but treat them as drafts. Many free templates skip key topics like vesting, buy‑sell rules, or IP ownership. Use online examples of clauses to organize your thoughts, then have a licensed attorney review the final document, especially if real money or outside investors are involved.

Q3. What should be included in the best examples of partnership agreement template examples for LLC companies?
The best examples usually cover: ownership percentages, capital contributions, profit and loss allocations, management and voting rights, admission and exit of members, transfer restrictions, dispute resolution, and dissolution. For specialized businesses (real estate, SaaS, professional practices), real examples also include industry‑specific clauses like IP ownership or regulatory compliance.

Q4. Are there examples of LLC partnership agreements that address remote and hybrid work?
Yes. Many 2024–2025 templates now address remote work, including reimbursement of home‑office expenses, data security, and confidentiality for off‑site work. These can be folded into your operating agreement or into separate policies referenced by the agreement.

Q5. Where can I find reliable guidance to customize these examples?
Authoritative starting points include:

• IRS guidance on LLCs and partnerships: https://www.irs.gov/businesses/small-businesses-self-employed/limited-liability-company-llc
• SBA resources on business structures and planning: https://www.sba.gov
• Law school legal clinics (often listed on .edu sites) that provide low‑cost or free help to small businesses.

Use those resources to understand the framework, then adapt the examples of partnership agreement template examples for LLC entities in this guide to match your specific deal, state law, and long‑term plans.