Maine Limited Partnership Agreement is a legal document that outlines the agreement between a limited liability company (LLC) and a limited partner in a specific business venture. This agreement establishes the rights, responsibilities, and obligations of the involved parties and serves as a framework for conducting the partnership business in the state of Maine. In this partnership agreement, the limited liability company acts as the general partner, assuming management and decision-making responsibilities, while the limited partner contributes capital but maintains limited involvement in the day-to-day operations. The Maine Limited Partnership Agreement typically includes the following key elements: 1. Partnership Name and Purpose: The agreement clearly states the name of the partnership and describes its purpose or the nature of the business activities it engages in. 2. Duration and Termination: It specifies the duration of the partnership, whether it is for a fixed period or ongoing until one of the parties chooses to terminate the partnership. This section also outlines the conditions under which the partnership may be dissolved. 3. Contributions and Capital: This section outlines the contributions made by each party and establishes the capital structure of the partnership. 4. Profit and Loss Sharing: The agreement defines how profits and losses will be allocated between the limited liability company (general partner) and the limited partner, taking into consideration each party's percentage of ownership or capital contributions. 5. Management and Decision-making: It outlines the roles and responsibilities of the general partner versus the limited partner regarding decision-making authority, management, and operation of the partnership. 6. Liability and Indemnification: This section clarifies the limited partner's liability, ensuring that they aren't personally responsible for the debts or liabilities of the partnership. It may also outline any indemnification provisions to protect parties against legal claims or losses incurred while acting within their role. 7. Withdrawal and Dissociation: This section explains the circumstances under which a limited partner can withdraw from the partnership and how their departure can affect the partnership's operations and tax status. 8. Distribution of Assets: It specifies how the partnership assets will be distributed in case of dissolution or liquidation of the partnership. Maine may not have specific types of limited partnership agreements beyond the general framework described above. However, it is essential to consult an attorney or legal professional familiar with Maine state laws for expert advice on drafting and customizing the partnership agreement to meet specific business needs and compliance requirements.