Limited partnerships (LPs) are widely used for investment and business ventures where one or more partners manage operations (general partners) and other partners contribute capital with limited liability (limited partners). This structure can support real estate investments, private deals, development projects, and portfolio-style ventures—but only when roles, authority, and distribution rules are documented clearly.
Without a written limited partnership agreement, disputes can arise around capital contributions, profit distribution, decision authority, reporting responsibilities, partner exits, transfer restrictions, and liability expectations. That’s why free professional limited partnership agreements in Word are valuable: they provide structured, editable documents to define governance, protect partners, and prevent misunderstandings.
This guide includes 36+ free limited partnership agreement templates suitable for startups, investment groups, real estate partnerships, family partnerships, and business ventures.
What Is a Limited Partnership Agreement?
A limited partnership agreement is a contract that defines how a limited partnership will operate. It typically distinguishes between:
✅ General Partner(s) (GP): manage the partnership and may have broader liability
✅ Limited Partner(s) (LP): contribute capital and typically have limited liability, with restricted management involvement
A standard limited partnership agreement typically includes:
✅ Partnership name, purpose, and term
✅ Partner details and classifications (GP vs. LP)
✅ Capital contributions and capital accounts
✅ Profit and loss allocation and distribution rules
✅ Management authority and operational duties
✅ Voting rights and approval thresholds
✅ Banking, accounting, and reporting requirements
✅ Admission of new partners and withdrawals
✅ Transfers, assignments, and buyout terms
✅ Indemnification and liability limitations
✅ Dispute resolution and governing law
✅ Dissolution and liquidation process
✅ Signatures and exhibits
Clear agreements protect both managing partners and passive investors.
Why Use Free Limited Partnership Agreement Templates?
Free templates provide a professional starting point for documenting partnership operations.
✅ Clearly define GP vs. LP roles and boundaries
✅ Document capital contributions and funding timing
✅ Establish profit distribution and reporting standards
✅ Reduce confusion around decisions and approvals
✅ Create clear transfer and exit rules
✅ Improve credibility with investors and lenders
✅ Standardize governance across multiple deals
Templates help you move faster while keeping partnership terms consistent.
36+ Free Professional Limited Partnership Agreements (Word)
Below is a curated collection of limited partnership agreement templates, grouped by partnership purpose and contract focus.
Core Limited Partnership Agreement Templates (1–14)
✅ Standard Limited Partnership Agreement Template
✅ Simple Limited Partnership Agreement (Basic)
✅ One-Page Limited Partnership Agreement Template
✅ Professional LP Agreement (Editable Word)
✅ LP Agreement with Capital Contribution Schedule Attachment
✅ LP Agreement with Profit Distribution Table
✅ LP Agreement with GP Authority and Duties Clause
✅ LP Agreement with LP Voting Rights Addendum
✅ LP Agreement Cover Page Template
✅ LP Agreement Execution Checklist (Pre-Sign)
✅ LP Agreement Review Checklist
✅ LP Agreement Amendment Template
✅ Partner Admission Form (New LP) Template
✅ Limited Partnership Certificate Preparation Checklist (Basic)
Investment and Real Estate Limited Partnership Templates (15–26)
✅ Real Estate Limited Partnership Agreement Template
✅ Rental Property LP Agreement (Basic)
✅ Real Estate Development LP Agreement Template
✅ Private Investment Limited Partnership Agreement (Basic)
✅ Fund-Style LP Agreement (Simple Waterfall Structure – Basic)
✅ Capital Call Notice Template (LP Contributions)
✅ Distribution Notice Template (LP Payouts)
✅ Management Fee and Expense Reimbursement Addendum (Basic)
✅ Property/Asset Schedule Attachment Template
✅ Partner Loan to Partnership Agreement (Basic)
✅ GP Indemnification and Liability Clause Template
✅ Investor Reporting Package Outline (Monthly/Quarterly)
Governance, Transfer, Exit, and Dissolution Templates (27–36+)
✅ Transfer Restriction and Assignment Addendum
✅ Partner Withdrawal and Exit Agreement Template
✅ GP Removal Clause Template (Where Permitted)
✅ Buyout Option Addendum (Right of First Refusal – Basic)
✅ Dispute Resolution and Arbitration Addendum
✅ Confidentiality (NDA) Addendum for LPs
✅ Conflict of Interest Disclosure Form Template
✅ Tax Allocation and K-1 Reporting Addendum (Basic)
✅ Dissolution and Liquidation Agreement Template
✅ Asset Sale and Distribution Summary Template
✅ Final Accounting and Closing Checklist
✅ Complete Limited Partnership Agreements Pack (All-in-One)
Why Use Word Format for Limited Partnership Agreements?
Limited partnership agreements often require negotiation, investor review, and multiple attachments (contribution schedules, asset lists, reporting standards).
Word format advantages include:
✅ Easy editing for partner roles and capital schedules
✅ Change tracking and version control during negotiation
✅ Flexible attachments and exhibits for different deals
✅ Professional formatting and print-ready signing
✅ Reusable templates for future partnerships
Word makes it easier to maintain consistency across multiple LP projects.
Best Practices for Limited Partnership Agreements
To create stronger LP agreements:
✅ Define GP authority clearly and list decisions requiring LP approval
✅ Document contribution amounts, timing, and capital call rules
✅ Specify profit/loss allocation and distribution timing
✅ Clarify fees and reimbursable expenses (if any)
✅ Set reporting frequency and what reports include
✅ Add transfer restrictions and right-of-first-refusal rules
✅ Define exit options and what happens on death/disability (if relevant)
✅ Include dispute resolution and governing law
✅ Document dissolution triggers and liquidation process
Most LP disputes come from unclear authority boundaries and payout rules.
Common Mistakes to Avoid
Avoid these common LP agreement problems:
✅ Not clearly separating GP management rights vs. LP limited role
✅ Vague profit distribution rules without timing or priorities
✅ No contribution schedule or capital call process
✅ Missing expense and reimbursement definitions
✅ No reporting requirements (creates mistrust with LPs)
✅ No transfer restrictions (unwanted partners enter the deal)
✅ No exit or dissolution process
Limited partnerships require governance clarity to maintain trust.
Frequently Asked Questions
What is the difference between a general partner and a limited partner?
A general partner manages the partnership and typically has more authority (and potentially more liability), while a limited partner contributes capital and generally has limited liability with reduced management involvement.
Do limited partnerships need a written agreement?
Yes. A written agreement defines roles, capital terms, distributions, reporting, transfers, and dissolution rules—preventing disputes.
Can limited partnership agreements include capital calls?
Yes. Many LPs include capital call provisions to fund future needs, along with deadlines and default remedies.
Why use Word templates for limited partnership agreements?
Word templates are easy to customize, negotiate with tracked changes, and reuse across multiple deals—then export to PDF for signatures.
Are these templates a substitute for legal advice?
Templates are a strong starting point, but partners should review agreements with a qualified attorney to align with local laws and the specific deal structure.
Conclusion
Limited partnerships can be a powerful structure for investment and business ventures—when roles, authority, capital contributions, distributions, and reporting rules are clearly documented. The 36+ free professional limited partnership agreements in Word in this guide provide editable formats to standardize governance, protect partners, and reduce disputes.
With the right template, general partners can manage efficiently, limited partners can invest with confidence, and the partnership can scale with clearer rules and stronger trust.
