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THIS AGREEMENT is made on the date specified in the schedule to this deed (the schedule) between the parties described in the schedule as the partners (the partners). 1). FORMATION AND TERMS The partners will carry on business in partnership on the terms set out in this agreement which partners will commence or is acknowledge to have commenced on the commencement date set out in the schedule and will continue until terminated in accordance with this agreement or otherwise. 2). BUSINESS STRUCTURE The partners will conduct business as a collective and abide by the principles of a collective as specified in (the collective) in addition to the terms set out in this agreement. 3). NAME AND BUSINESS The partnership business will be as specified in the schedule and such other business or businesses as may from time to time be mutually agreed upon and the partnership business will be conducted under the name and the address as specified in the schedule until partners resolve otherwise. 4). CAPITAL The capital of the partnership will be contributed by the partners in the shares or proportions specified in the Schedule. Subject to the provisions of this agreement the partners will be entitled to the capital and the property for the time being of the partnership and goodwill of the business in the same proportions as their contribution of capital. 5). INTEREST Interest at the prevailing lowest overdraft rate offered by the partnership's banker will be paid to each partner on the capital for the time being standing to his credit of the gross profits of the business and such interest will be cumulative so that deficiency in any one year will be made up out of the gross profits of any succeeding year or years provided that no interest will be payable during any period during which the capital has been contributed by the partners equally. 6). LOANS If any partner, at the request of the other partners, makes any loan to the partnership that will be a debt due from the partnership to that partner and will carry interest at a rate to be agreed upon by the partners which interest will be payable at the end of the financial year in which the loan was made and at the end of each succeeding year during the subsistence of the loan. If the loan is repaid during the course of any financial year the interest will be calculated up to and be payable on the date of repayment. Every such loan, together with interest will be repayable on 30 days written notice. 7). PARTNERSHIP EXPENSES AND OUTGOINGS All expenses and outgoings of the partnership including interest under clause 5 and 6 and all partnership losses will be payable firstly out of profits, secondly out of the capital of the partnership, and thirdly, in the case of any deficiency, by the partners in the proportions in which they are entitled to share in the profits of the business. 8). PROFITS The partners will be entitled to the profits of the business in the same proportions in which they are entitled to share in the capital of the partnership and the profits for each year will be distributed accordingly and each partner will be entitled to be paid his share of any year's profits at any time after the preparation of the balance sheet for that year, less any amount to be paid by him for capital or for a prior loss. The partners may agree such salary will be treated as a partnership expense in determining the profits to which partners are entitled. 9). ACCOUNTS The usual accounts will be properly maintained and each partner will have free access to them at all times and be entitled to make such extracts from them as he wishes. The partners will arrange for an accountant to prepare as soon as may be after 30th day of June in each year a statement of financial performance and a statement of financial position of the partnership business for the preceding financial year. 10). DRAWINGS The partners may draw such equal or other sums to be mutually agreed upon from time to time on account of their respective shares of profits accruing for the current year. Any such drawings will be debited against the respective partner's share of profits in the accounts of the partnership. 11). TIME Each partner will devote such time as may be from time to time mutually agreed upon to the conduct of the business of the partnership.
12). BANKING The bankers of the partnership will be as specified in the schedule or such other bankers as the partners may from time to time may agree upon. All moneys belonging to the partnership will be paid promptly into the partnership account. Cheques to be drawn on the partnership account must be signed by the number of partners set out in the schedule or in such other manner as may from time to time be agreed upon. 13). NO ASSIGNMENT No partner may sell or charge or permit to be sold or charged his share of the partnership business without the prior written consent of the other partners. 14). ADDITION OF A PARTNER The addition of a new partner is at the sole discretion of the current partner's as specified in the schedule. The new partnership may commence at any given stage as long as all partners agree and have 30 days written notice. In the event of a new partner entering the partnership the present agreement will become void and a new partnership agreement will have to be determined. The new partnership will not commence (and previous agreement will remain valid) until the agreement has been signed by all partners. Profits from the business prior to the addition of a new partner will remain the entitlement of the partners until such time the commencement of the new partnership occurs. All business capital, profits and/or losses must be resolved prior to the commencement of the new partnership in accordance with clause 8 of this agreement. 15). RETIREMENT OF PARTNERS The death or retirement or expulsion of any partner will not dissolve the partnership business without the prior written consent of the other partners. Any partner may on the 30th day of June or 31st day of December in any year retire from the partnership if they have given at least three months notice in writing to the other partners or partner and at the expiration of such time the partner giving such notice will cease to be a partner and the provisions of clause 17 (with the substitution of the continuing partners or partner for the surviving partners or partner and of the retiring partner for the representatives of the deceased partner) apply as the retiring partner had died on the date of such retirement. 16). TERMINATION – FOR CAUSE If any partner commits any breach of any of the provisions of this agreement and does not remedy or cease such breach within 14 days of being requested by the other partner or partners to do so; becomes bankrupt; becomes physically or mentally unfit to attend to the partnership affairs; or does or permits any act which would be a ground for the dissolution of the partnership by the court: that partner will at the option of the other partners (to be exercised by written notice by the majority of the other partners) be deemed to have retired on the date on which the other partners exercise this option. 17). DEATH OF A PARTNER If a partner dies the surviving partner or partners may within 90 days of the death by notice in writing to the personal representatives of the deceased partner elect to purchase the share of the deceased partner in the partnership at valuation and upon an election being so made the share of the deceased partner will as soon as practicable (but not later than 60 days from the election) be valued as at the date of election by a competent and qualified person or firm agreed upon by the surviving partners and the personal representatives or in default of agreement appointed by the arbitrator provided for in clause 18. The valuation of the valuer will be binding on the surviving partners and the personal representatives of the deceased partner and the surviving partners will purchase the share of the deceased partner at the value specified in the valuation of such share which price must be paid within 1 year of the date of election. If the surviving partners do not elect to purchase the partnership will be wound up. 18). ARBITRATION OF DISPUTES All disputes and questions which arise either during the partnership or afterwards between the partners or between any partners or partner and the personal representatives of any deceased partner concerning this agreement or any account valuation or division of assets debts or liabilities to be made or as to any act deed or omission of any partner or as to any other matter in any way relating to the partnership business or the rights duties or liabilities of any person under this agreement and which is not resolved within 30 days of it first arising will be referred to arbitration in accordance with the provisions of the Commercial Arbitration Act in force from time to time in the State or Territory in which the partnership business is located.
WORKING AS A COLLECTIVE There is a need for individuals to take responsibility for their actions, and not to delegate that responsibility elsewhere. It is also about how individuals working in small groups can take responsibility for their actions by deliberately sharing their power and skills. There are infinite ways to work together in a small group. The most important point is that the structure of the group meets the needs of the individuals involved, and is chosen democratically by those involved. There is a vast disparity in skills and abilities which individuals bring to a group. These are often environmentally and socially determined by sexual identity, race, age, education, gender, or class background. These differences all need to be taken into account. STRUCTURE (GUIDELINES) FOR A COLLECTIVE Structures should not be seen as fixed and immutable. They should be flexible and responsive to the needs of the group and individual members. The introduction, use, modification, and discarding of explicit structures should be under the control of the group. Democratic structuring within a collective will include the following basic structures: Decision Making Process Meeting Structure Evaluations and Clearness Meetings Membership Definition Commitment & Delegation of Responsibilities Regular Social Events Defined Conflict/Disputes Process Conflict Resolution Policy DECISION MAKING BY CONSENSUS This method of decision making encourages the participation of all members in formulating all decisions. The nature of consensus is based on the non-ownership of ideas. All ideas, the truth of each member, contribute to the process of finding a solution. It is a dialectical and creative process for problem solving, in which a new view of truth emerges from the conflict of ideas. In this process individuals grow towards a new view of reality where the original problem is seen in a new perspective, and a new group solution can be formulated. This is a process of continuous self development for the individuals and the group. For consensus to work well you need: a certain amount of basic agreement on fundamental attitudes and issues all members to communicate their ideas and feelings clearly a non dogmatic and flexible approach to new ideas patience in listening to attempt to understand the truth of others the courage to speak your own idea of the truth as you see it MEETING STRUCTURE Meetings and their structure are very important for group projects. Regular meetings enable all individuals to participate in the sharing of information, distribution of authority, the sharing of responsibility and decision making. It is vital that the views of all are made known while a decision is being formulated. One useful technique which can be easily used when making a decision is to quickly go around the group eliciting from each person what they think. This technique can serve to empower those individuals less assertive, and for the group enhance the diversity of ideas and possible solutions to problems. This technique may be used two or three times in formulating a decision, or as much as is needed. Meeting Roles and Process functions Formal roles or functions can be delegated to individuals for the efficient functioning of a meeting. These roles should rotate among all members to share the skills and responsibility in the group. Sometimes these roles may be handled by the group as a whole rather than delegated to an individual. These formal roles may include: facilitator, minutes keeper, timekeeper, vibes watcher. Facilitator The role of a facilitator is to ensure the meeting stays focused on the issues being discussed, and discussion runs smoothly. The facilitator may also mediate to resolve conflicts, provide summaries for long discussions, check for agreement, be aware of power imbalances, and encouraging the participation of all members in discussions. The facilitator should be attentive to the group and should not involve themselves in the topic being discussed. If they have strong feelings on a subject, the facilitator should step out of their role temporarily or pass it onto someone else. Minutes keeper The minutes keeper is delegated with writing an accurate record of the meeting - which may include only the decisions taken, major discussion points, or much of the discussion as well, depending upon the guidelines set by the group. Minutes give the meeting continuity from the past into the future. This role is particularly important for more permanent collective projects.
Time Keeper Time Keeping enables the group to evaluate its progress through the meeting, and further ensures discussion is kept to the relevant point. To give direction to the timekeeper the group should evaluate at the start of a meeting how much there is to be discussed or decided. Decide a finishing time, and then allocate times to each item, and prioritise the items. When an item uses its allocated time, the facilitator can ask the meeting whether it is worthwhile to extend time on the item or not. Vibes Watcher Monitoring the emotions and energy of the group is sometimes called vibes watching. Often this role can be non-delegated and performed by the group as a whole. When there are strong emotions affecting the process of the group, monitoring the vibes entails bringing this fact to the attention of the group. Several things might then be done by the group including: calling a short break in the meeting; perhaps playing a cooperative game or some other re-energising and trust building group activity; and/or a discussion of the emotions or tensions in the group and how they are affecting the process of the discussion or meeting. It can be useful to deal with emotions or tensions affecting the group process as they occur, thus clearing the air and allowing the remainder of the meeting to run more smoothly. Process Functions: Guiding the Agenda: May include allocation of roles, assigning time to items, set priorities to be put to the meeting. Tracks the agenda through the meeting and advises the group accordingly. Keeping the discussion on Topic: Remind members of the topic on hand when the meeting wanders. Clarifying and Rephrasing: Clarify or rephrase when there is misunderstanding arising from a discussion. Equalising Participation: Create space by inviting silent members to speak . Use Round robins, brainstorms. Pacing: Moving the meeting along when it is dragging, slowing a heated meeting down, e.g. asking for a minutes silence. Reformulating: Reformulate by separating the areas of agreement and disagreement, then clarify the areas of disagreement. Identifying Interpersonal Communication Problems: Point out or ask members to paraphrase when communication appears to be a problem. Summarising: Providing the meeting with a concise description of the discussion/topic. Helps to pace a meeting. Aiding the Group's emotional climate: Being aware of emotions and calling the groups attention to destructive emotions. Maintaining a positive group atmosphere, eg suggesting a break, energising activity, or silence as appropriate. Identifying Individual Emotions as they arise: Identify and respond to individual emotions when they interfere with the group decision making process. Conflict Management: Identify the problem, then identify all possible solutions. Keep the focus on issues not people. Testing for Agreement: Put a proposal before the group to test whether everyone agrees. Soliciting Feedback: Get the group to comment on use of these meeting functions, whether use of a function is appropriate or not. Decision Identification and Implementation: Identify what decision is made, who is going to do it, what information they need to do it, when it will be done and How it will be reported back to the group. EVALUATIONS AND CLEARNESS MEETINGS Sometimes it is helpful for groups to have a general evaluation of aims, goals, processes and directions. These meetings are sometimes termed Clearness Meetings as they can assist in clearing problems and seeing clearly into the future. Clearness meetings are self-contained structures, usually focusing on a particular theme or issue. It provides a firm boundary (start/end point) for a process or change of circumstance. A clearness meeting provides: free space for reflection and evaluation focus on a particular issue or theme exchange of mutual expectations chance to give and receive feedback opportunity for clarity of thought, reason and emotion atmosphere conducive for making consensus decisions The structure may also be used to resolve conflict over important issues. In these situations, a clearness meeting can provide valuable time and space for resolving the conflict by addressing the fundamental problems in a non judgmental atmosphere. A sample agenda for clearness meeting is: Brainstorm: List achievements. List failures. Discussion and clarification of points raised in brainstorm: Classification of points into subject areas. Evaluation of issues raised by the brainstorm. Group Building Activity: For relief of tension, and to provide a positive group activity focus. Where to from here:
Evaluate what tasks/processes can be improved or need to be done. Analysis of the collective situation and possible future directions. Evaluation of clearness. Evaluation of the structure and processes of the clearness. *Always close the meeting on a positive note* MEMBERSHIP DEFINITION The definition of a member should be agreed upon by the collective. NetAxxs has chosen to define its members as the active partners in the partnership agreement. Additional members of the community may be invited to become members of the collective for the purposes of a project and is at the discretion of the collective as described in the Partnership Agreement. COMMITMENT & DELEGATION OF RESPONSIBILITIES The delegation of specific responsibility to individuals within the group builds individual confidence in the exercise of power on behalf of the group. Although each individual may exercise power for their specific tasks, they are responsible to the group which should have ultimate control. When all members are given a task, responsibility for the group project is shared. This serves to increase individual confidence, commitment and trust between group members. However, If you over extend yourself, you damage your own performance and relationships and you also let down those groups you are a member of by spreading yourself too thinly. Trying to do too much will often produce poor results and individual burnout. Try to set a sustainable level of activity, and focus on projects which can be done within that level of activity. Commitment to a project or task is a responsibility to other people. Fulfilling your commitments to the best of your ability demonstrates how much you care about the other people in the group. To further ensure that power, information and skills are shared, all tasks should be rotated among the group within reason. Job rotation provides many advantages: such as the ability for one member to quickly take over another member's job in case of illness, injury or other emergency. Also, each individual has a better understanding of all the work and can make more informed decisions as part of the collective decision making process.. REGULAR SOCIAL EVENTS Having social events as a collective can be an important activity. Sharing part of our social lives together can reinvigorate our energy for the group project. Regular social events build our feeling of trust and community with each other and the friendship networks we are each a part of. They also allow us to enjoy the fun side of working together and participating in each others lives. DEALING WITH CONFLICT Conflict is bound to occur in a group of people and particularly during the decision making process. Conflict is natural and may be approached as a constructive or destructive process. Similarly, the actions the small group decides to take may bring it into conflict with the local community, or a company or other organisation in wider society. The individuals and the group help to determine whether this conflict will be a positive learning process, or destructive and polarising for the group and the protagonists. Responding to conflict and problem solving: Accept that conflict is natural. Bring hidden conflicts out in the open. Disagree with ideas, not people. Define issues or problems as shared by the group or community. Try to identify and focus on the central issues. Attempt to not polarise conflicting positions. Allow enough time to adequately explore the problem and all potential solutions. Try not to take sides quickly, if your not directly involved in a conflict. Be aware of feelings, opinions and emotions during a conflict, particularly if their your own. Be prepared to ask for a little quiet time for thinking and reflection. If normal meeting time and structure is insufficient for working through the conflict, consider setting up a special time and structured process to deal with the conflict. A six step process of resolving conflicts: 1. Identify and define the conflict or problem. 2. Brainstorm all the possible solutions. 3. Eliminate Unacceptable solutions. 4. Find the best acceptable solution, given the time and resources available. 5. Plan to Put the Solution into Action. 6. Follow up and Evaluation. Not all problems or conflicts need to be resolved immediately. Assess if a quick resolution is needed, if not, the problem can be discussed and worked through over several meetings. Or perhaps a temporary solution can be implemented while a more permanent solution is being discussed.
CONFLICT RESOLUTION POLICY
Conflict is a natural part of working as a team or with a group of people. Through sharing our differing perspectives on issues and ways of working, we can develop new ways of operating and can benefit from sharing our ideas. Certain terms in this policy need to be explained: Reflective listening (can also be called active listening): The idea is that you give out cues that you are listening to the other person, and taking in what they're saying. These cues can be things like eye-contact or nodding. In a larger, facilitated group, the facilitator can pick out the gist of what someone is saying and then put it back to them, eg: So you're feeling angry and frustrated.
Being heard: Being heard is when people realise that they are being listened to, and that people are actually taking in what they are saying. One way to do this is to ask: Do you feel that you're re being heard? Often people just want to vent anger this gives them space to do so. Language: Non-agqressive communication. Saying things in non-aggressive way, so that you're not directly attacking the other person. For example, rather than saying you really piss me off when you do this, you would say I feel angry when this happens.
Step 1 Awareness & Preparation Phase This can take some time. Advocates need to go into the conflict resolution session ready to tackle the issues, and reassured about the fairness of the process. All parties need to accept there is a conflict, even if they do not feel personally affected. All parties need to agree to deal with conflict using the conflict resolution process.
Who should be there? Rule of thumb being: all those involved in the conflict should be involved in the resolution. Do we need a facilitator or can we do it alone? If we need one, should it be an outsider or is there someone suitable within the collective? All must agree on the facilitator. An outside facilitator is strongly recommended for any group conflict. A suitable time and place needs to be made for the conflict resolution session. This needs to be private, neutral and free from interruptions. Starting and ending times need to be clear.
For conflicts between two individuals or in which one person is isolated, it is recommended that a support person or ally be designated to each person, to provide emotional support during the conflict resolution process. The support person's role is not to enter into or be involved in the processes, but simply to listen and be there for the person. They must also agree to keep all information confidential; it is not their place to impart this information. It may be appropriate to suggest that people consider finding a way to deal with strong feelings in a safe and independent way before the conflict resolution session. For example, both parties should prepare before the session they need to think about how they're feeling, be prepared for what emotions the session might invoke. Working out if these emotions are appropriate and constructive and useful. The advocates should be committed to not letting their feelings swamp them. This can and does happen, and sometimes a break can be both necessary and valuable. People often feel the need to vent their emotions before resolution sessions. Talking to their ally beforehand and working through their emotions can be helpful. Step 2 One to one without a facilitator When conflicts are not major and are responded to in time, the process can be quite informal whilst still using the basic structure and the primary skills of assertive language and reflective listening. Again, if advocates wish to have a support person or ally at this meeting, they are entitled to do so, providing they inform the other party in advance, giving them the chance to do so as well. The following procedures should be followed: 1. Each takes a turn to speak: This can be an agreed upon length of time to ensure fairness if this seems best. People speak of their view of the conflict, their feelings and needs and the effect on them, Not the solutions. 2. The other party reflectively listens: The speaker should be reflectively listened to until they Feel Heard.
3. 4. 5. 6. 7. 8.
Ownership and responses: Each person has a turn to own their part in the dispute and respond to criticisms made. It may be necessary to have 2 or 3 turns at this until all criticisms and feelings have been heard or apologies given. Working out solutions: This needs to be a collaborative effort where clear solutions of mutual benefit are worked out. Follow Up: It is important to make a time to follow up and see how the solutions are working out. This can be as informal as a cup of coffee together but needs a definite time to prevent avoidance! Evaluation: This can simply be answering the question of how did we go and how do we feel now? It is, however, an essential step in the process. Affirmations: It is good to finish with some positive comments about each other if this seems appropriate. Congratulations and Celebration!: It is important to congratulate ourselves when we have reached the end of the process. Maybe a meal together is in order?
Step 3 Facilitated Resolution For more complex conflicts, or where one on one resolution has been ineffective, a facilitator should be used to give the resolution a more structured approach. This is especially useful if the whole group is to be involved in the process. Setting the scene The facilitator/s should: 1. Introduce themselves. 2. Get clear acceptance for their facilitation. 3. Check that all agree to be there & that all significant people are there. 4. Outline the process, see that everyone understands it, and get the parties agreement to use it. 5. Reflective listening and language reminder, people need to be reminded in some way of these essential techniques to help encourage clear communication during the session. The negotiation phase Make behavioural agreements, for example: Clear ending time No personal put downs All staying to the end No interruptions Break times Tune-in. A pause of silence for everyone to gather thoughts and centre themselves in the present. Timed turns to talk, each person has equal time (unless otherwise agreed to) to speak of: Their view of the problem Their feelings Their needs What they are prepared to own in the conflict
No Solutions at this stage! Flexibility is needed here.
IT may take several turns or some people may need extra time. This must be negotiated with the group. Others listen and reflect back what the speaker is saying without answering back until the speaker feels heard. After each speaker has been heard, record (on a large piece of paper or whiteboard, for all to see) the major issues they have raised. Ownership and apology After people have heard everyones views, feelings, needs and contribution to the conflict, it is useful to ask people again to own their parts in the conflict and to make any apologies that are required. This is especially important when criticisms have been made to particular people. What part of this criticism are they prepared to own and apologise for? Group discussion of major issues After all views, feelings & needs have been heard, and peoples parts in the conflict acknowledged, link and group all issues into two or three major issues which can be re-named and recorded separately. Prioritise quickly and then tackle each issue separately. Brainstorm possible solutions Expand range of possible outcomes, encourage wild ideas and exploration of all possibilities. Broaden peoples perspectives of the available choices. Discussion of solutions Attempt to merge or build upon ideas, leading to a choosing of solutions. Ask people to ask themselves What is best for US? not What do I want? Implement chosen solution What, when, how, who? Write all of this down. Repeat process for other issues or make another time to discuss them later. Make a definite time for follow up to see how the resolutions have gone. Affirm people and the group as often as possible and is appropriate. Encourage people to affirm each other. Evaluation of Session Make every attempt to celebrate the outcome. Step 4 Inability to resolve conflict If the parties and the program are unable to resolve the conflict, the facilitator will be asked to report back to the group with recommendations. The group must beforehand agree to be bound by these recommendations.
EXECUTED AS AN AGREEMENT
SIGNED by the said (NAME) …………………………………………………………………… in the presence of: ………………………………………………………………………………………… Signature: ……………………………………………………………………………………………………. Date: …………………………………
SIGNED by the said (NAME) …………………………………………………………………… in the presence of: ………………………………………………………………………………………… Signature: ……………………………………………………………………………………………………. Date: ………………………………….
Date of this agreement: Commencement date: Partners to this agreement: This day This day 1. NAME ADDRESS 2. NAME ADDRESS Partnership business: Partnership Name: Partnership business address: Shares or proportions of capital: of of 200 200
Number of partners to sign cheques: