Limited Partnership
(Joinder Agreement)

Summary

This template joinder agreement to a limited partnership agreement is a joinder for use by a new limited partner in a limited partnership to become bound by, a full party to, the existing limited partnership agreement. This template includes practical guidance and drafting notes. Most limited partnership agreements state that any new partners of the limited partnership (whether by transfer from an existing limited partner or via any other route) is required to agree to the terms of, and be fully bound by, the limited partnership agreement. The goal is to maintain the same terms and intentions between the company's existing and new partners, including the elaborate transfer restrictions and other partner rights therein. A re-execution of the existing limited partnership agreement or the filing of an amendment is a cumbersome way to add a party to the agreement whenever a third party obtains shares in the company. The most convenient solution involves a pre-negotiated joinder agreement. In the limited partnership agreement, the parties (1) agree on the form of the Joinder Agreement and attach it as one of the Exhibits, and (2) provide that any holder of shares needs to simply execute the Joinder Agreement to become a full party to the existing Limited Partnership Agreement, with all the rights and obligations arising therefrom. For more information, see Limited Partnerships, Limited Partnerships and Limited Liability Limited Partnerships (DE), Limited Partnerships (NY), Formation State Law Survey (LP), Partnership Agreement (DE LP).