This agreement, made this fifth day of August, 1886, between Thomas H. Smith, of Charleston, S. C., of-the one part, and Charles T. Cullen, of-the-same place, of-the other part, witnesseth:
The-said parties agree to-associate themselves as copartners, for-a period of five years from-this date, in-the business of buying and selling hardware and-such other goods and commodities as belong in-that line of trade; the-name and style of-the firm to-be Smith & Cullen.
For-the purpose of conducting the-business of-the above named partnership, Thomas H. Smith, has, at-the-date of-this writing, invested Five Thousand Dollars as capital stock, and-the said Charles T. Cullen has paid in the-like sum of Five Thousand Dollars, both of-which amounts are to-be expended and used in common for-the mutual advantage of-the parties hereto in-the management of-their business.
It-is hereby also agreed by both parties hereto, that-they-will-not, while associated as copartners, follow any avocation or trade to-their-own private advantage, but-will, throughout the-entire period of-copartnership, put-forth-their utmost and-best efforts for-their mutual advantage and-the increase of-the capital stock.
That the details of-the business may-he thoroughly understood by each, it-is agreed that, during the aforesaid period, accurate and-full book accounts shall-be kept, where-in each partner shall record, or caused to-be entered and recorded, full mention of-all money received and expended, as-well as every article purchased and sold belonging to, or in anywise appertaining to-such partnership; the gains, profits, expenditures and losses being equally divided between them. It is further agreed that once every year, or oftener, should either party desire, a-full, just and accurate exhibit shall-be made to-each other, or to their executors, administrators or representatives, of-the loses, receipts, profits and increase made by reason of, or arising from, such copartnership. And, after such exhibit is made, the surplus profit, if, such there-be, resulting from-the business, shall-be divided between the subscribing partners, share and share alike.
Either party hereto shall be allowed to-draw a-sum, not exceeding six hundred dollars per-annum, from the capital stock of-the firm, in monthly installments of fifty dollars each, which amount may-be increased by subsequent agreement.
And further, should either party desire, or should death of either of-the parties, or other reasons, make it necessary, they, the-said copartners, will each to-the other, or, in-case of death of-either, the surviving party to-the executors or administrators of-the party deceased, make a-full, accurate and final account of-the condition of-the partnership as aforesaid, and-will fairly and accurately adjust the-same. And also, upon taking an inventory of-said capital stock, with increase and profit thereon, which-shall appear or is found to be remaining, all-such remainder shall-be equally apportioned and divided between-them, the-said copartners, their executors or administrators, share and share alike.
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