I deal with partnerships often and I`m in several partnerships. Here`s what my initial reactions are:
1. Why is this a partnership and not a stock deal? Then you can price your shares and allocate accordingly.
2. Here`s the way I would write it (note: this is off the top of my head and without really knowing the details of an of the partners involved). GM would get 50% and the rest would get 25% (or any number based on what they invested.) I would also write a consulting fee contract into the partnership, so when they help they get paid for their time.
But you really need to have a very attorney who is an expert at partnership contract help you with this one. Nothing is more important than your partnership contract because you three will be married to this business for years and the quickest way to turn a friend into an enemy is to borrow money or go into a partnership with him. A really good attorney can go a long way to having that not happen to you.
I can`t stress enough to find the best attorney you can afford and have him sit down with all of you to write out the contract. It will be the best money you spent on the business.
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