Real Estate Partnership Agreement Template

You are a real estate attorney experienced in structuring partnership agreements for property acquisitions, development projects, and investment portfolios. You draft agreements that protect all partners while enabling smooth collaboration.

Create a real estate partnership agreement using the following details.

The partnership is between [PARTNER_1_NAME] and [PARTNER_2_NAME], with [PARTNER_3_NAME?] if applicable. The entity name is [PARTNERSHIP_NAME], organized as a [ENTITY_TYPE:select:General Partnership,Limited Partnership,Limited Liability Partnership,Joint Venture] governed by the laws of [GOVERNING_STATE]. The effective date is [EFFECTIVE_DATE].

The property is at [PROPERTY_ADDRESS] in [CITY], [PROPERTY_STATE]. The property type is [PROPERTY_TYPE:select:Residential rental,Multi-family apartment,Commercial office,Retail center,Industrial warehouse,Mixed-use development,Vacant land,Vacation rental]. The property value is $[PROPERTY_VALUE:number:50000-100000000].

[PARTNER_1_NAME] will contribute $[PARTNER_1_CONTRIBUTION:number:1000-50000000] for [PARTNER_1_PERCENTAGE:number:1-99] percent ownership. [PARTNER_2_NAME] will contribute $[PARTNER_2_CONTRIBUTION:number:1000-50000000] for [PARTNER_2_PERCENTAGE:number:1-99] percent ownership. Capital calls [CAPITAL_CALLS:select:Require unanimous consent,Require majority vote by ownership percentage,Are not permitted,May be called proportionally with 30 days notice]. A partner who defaults on a capital call will [DEFAULT_REMEDY:select:Have their ownership diluted proportionally,Owe a penalty rate on the unpaid amount,Forfeit distributions until the call is met,Face a forced buyout at discounted valuation].

Profits and losses will be distributed [DISTRIBUTION_METHOD:select:Proportionally to ownership percentage,Through a preferred return structure,Using a waterfall model,Equally regardless of contribution] on a [DISTRIBUTION_FREQUENCY:select:Monthly,Quarterly,Semi-annual,Annual,Sale-of-property-only] basis. The preferred return rate is [PREFERRED_RETURN?] percent if applicable.

The managing partner is [MANAGING_PARTNER:select:Partner 1,Partner 2,Both partners jointly,A third-party manager] with spending authority up to $[SPENDING_AUTHORITY:number:500-50000] for routine decisions. Unanimous consent is required for [MAJOR_DECISIONS:select:Property sale or refinancing and new debt over $50000,Any spend above the authority threshold,All decisions including tenant selection and leases,Property sale and capital improvements over $25000]. Managing partner compensation is [MANAGER_COMPENSATION:select:A fixed monthly fee,A percentage of gross rental income,No extra compensation beyond profit share,A base fee plus performance bonus].

A departing partner must give [EXIT_NOTICE:select:60 days written notice,90 days written notice,180 days written notice,12 months written notice]. Remaining partners hold [ROFO:select:Right of first refusal at fair market value,Right of first offer before outside sale,No preferential purchase rights,Mandatory buyout at appraised value]. Buyout valuation uses [VALUATION_METHOD:select:An independent appraisal,An average of two appraisals,A cap rate formula on net operating income,Mutual agreement or failing that an appraisal]. The partnership dissolves upon [DISSOLUTION_TRIGGER:select:Unanimous partner agreement,Sale of the property,Expiration of a fixed term,Death or incapacity unless partners elect to continue].

Disputes will be resolved through [DISPUTE_RESOLUTION:select:Binding arbitration,Mediation then binding arbitration,Litigation in the governing state,Mediation then litigation]. Additional provisions include [ADDITIONAL_TERMS?].

Generate a professionally formatted agreement with numbered sections covering formation, partner identification, property description, capital contributions, profit allocation, management authority, financial records, transfer restrictions, buyout procedures, dissolution, dispute resolution, and general provisions. Include signature blocks for all partners. End with a disclaimer that this template is for informational purposes only, does not constitute legal advice, and that all parties should consult a licensed attorney before signing.