Sections
Progress
1 / 12
Enter the full legal name of this party exactly as it appears on their ID or business registration.
Enter the full legal name of this party exactly as it appears on their ID or business registration.
A Business Dissolution Agreement is the binding contract between co-owners, business partners, or LLC members that governs the orderly wind-down of a business — dividing assets and liabilities, settling accounts between owners, addressing outstanding contracts and leases, and releasing each partner from future claims. Without a written dissolution agreement, the default rules of the state's partnership or LLC statute govern — often producing inequitable results. This document is the business equivalent of a divorce settlement and should be executed before assets are distributed or debts are paid. Fill out this free business / partnership dissolution agreement template online, e-sign it digitally, and download a legally valid PDF. no account or lawyer needed. Sections: Parties, Dissolution Terms.
This Business Dissolution Agreement (the "Agreement") is entered into as of ______________ by and between ______________, located at ______________ ("Partner A"), and ______________, located at ______________ ("Partner B") (collectively, the "Partners"), who are co-owners of ______________, a ______________ (the "Business"), in the following proportions: ______________.
The Partners have mutually agreed to dissolve the Business effective ______________ (the "Dissolution Date"). From and after the Dissolution Date, the Business shall wind down its operations and the Partners shall proceed to liquidate or distribute the assets, satisfy outstanding liabilities, and take all actions necessary to complete the dissolution of the Business in accordance with applicable state law.
The assets of the Business shall be divided as follows: ______________. Each Partner shall cooperate in executing all documents and taking all actions necessary to effectuate the transfer of assets as described herein.
______________
Each Partner shall indemnify, defend, and hold harmless the other Partner from any liability, cost, or expense arising from any obligation the indemnifying Partner has assumed under this Agreement.
The Partners shall mutually agree on the disposition of all outstanding contracts, client commitments, and pending work, and shall notify affected clients of the dissolution in a mutually agreed manner.
The Partners shall cooperate in: (a) filing all required dissolution paperwork with the applicable state and local authorities; (b) notifying creditors, suppliers, and customers of the dissolution; (c) closing all Business bank accounts and credit facilities after satisfying all outstanding obligations; (d) filing final tax returns for the Business; and (e) canceling all Business licenses, permits, and registrations.
Each Partner, on behalf of themselves and their heirs, successors, and assigns, hereby releases and forever discharges the other Partner from any and all claims, demands, and causes of action arising out of or relating to the Business or their relationship as co-owners, except for obligations expressly set forth in this Agreement.
The Partners agree not to make disparaging, defamatory, or damaging statements about the other Partner, the Business, or their joint activities in connection with the Business, whether to customers, suppliers, competitors, or in any public forum.
This Agreement shall be governed by and construed in accordance with the laws of the State of ______________, without regard to its conflict-of-laws principles.