Legal Format & Draft
Deed of Indemnity by the Partner Retaining Assets: Format
Reference draft used in Indian courts — replace the blanks with your own case details.
THIS DEED of indemnity made at .....................on this..................... day of...............20
..................... between A son of Shri..................... resident of..................... (hereinafter
referred to as "A") of the ONE PART and B son of Shri..................... resident of............(hereinafter
referred to as "B") of the OTHER PART.
WHEREAS
(1)A and B had entered into a partnership by a deed of partnership dated .....................to carry on the
business of..................... under the name and style of M/s ...................... At...........
(2) Certain disputes and differences arose between A and B and A and B decided to dissolve the said
partnership
(3)A and B dissolved the said partnership with effect from vide Deed of Dissolution dated .............
(4) Under the said dissolution deed, A has taken Rs.....................as his share, for which he had issued
receipt and discharged B of and from all his claims and every part thereof in the assets of the partnership
and B has retained the assets of the partnership including goodwill, stock partnership in-trade valued at
Rs ...................... and has agreed to discharge the debts and liabilities of the partnership
valued at Rs . ................
(5) The partners by a public notice dated .....................published in.....................and......... in their
issues dated ..................... have notified about the dissolution of partnership and vesting of
assets and liabilities of the partnership in the said B from the date of dissolution of the partnership
(6) The said A has requested B to indemnify the said A from any claim which may be made against him
by the creditors of the partnership, to which B has agreed
NOW THIS DEED WITNESSES THAT in pursuance of the said agreement and in consideration of the
premises, the said B hereby agrees to indemnify and keep indemnified the said A, his heirs successors
or assigns from and against all claims, demands, actions proceedings, losses, damages, recoveries,
judgments, costs, charges and expenses which may be made or brought or commenced against
the said A or his heirs, successors or assigns or which the said A or his heirs, successors or assigns may
or may have to bear, pay, or suffer directly or indirectly on account of the debts and liabilities of the said
dissolved partnership for the period upto the date of dissolution and thereafter.
(2) The said B hereby covenants that he shall pay the income-tax, sales tax in respect of the partnership
business upto the date of ,dissolution, but A shall be liable to pay income-tax on his income as a partner
up to the date of dissolution of the partnership and liability on hat account is not covered by indemnity
herein contained.
IN WITNESS WHEREOF, the parties hereto have signed these presents on the day, and year
hereinabove written
WITNESSES 1 Signed and delivered by the within named A
2 Signed and delivered by the within named B
..................... between A son of Shri..................... resident of..................... (hereinafter
referred to as "A") of the ONE PART and B son of Shri..................... resident of............(hereinafter
referred to as "B") of the OTHER PART.
WHEREAS
(1)A and B had entered into a partnership by a deed of partnership dated .....................to carry on the
business of..................... under the name and style of M/s ...................... At...........
(2) Certain disputes and differences arose between A and B and A and B decided to dissolve the said
partnership
(3)A and B dissolved the said partnership with effect from vide Deed of Dissolution dated .............
(4) Under the said dissolution deed, A has taken Rs.....................as his share, for which he had issued
receipt and discharged B of and from all his claims and every part thereof in the assets of the partnership
and B has retained the assets of the partnership including goodwill, stock partnership in-trade valued at
Rs ...................... and has agreed to discharge the debts and liabilities of the partnership
valued at Rs . ................
(5) The partners by a public notice dated .....................published in.....................and......... in their
issues dated ..................... have notified about the dissolution of partnership and vesting of
assets and liabilities of the partnership in the said B from the date of dissolution of the partnership
(6) The said A has requested B to indemnify the said A from any claim which may be made against him
by the creditors of the partnership, to which B has agreed
NOW THIS DEED WITNESSES THAT in pursuance of the said agreement and in consideration of the
premises, the said B hereby agrees to indemnify and keep indemnified the said A, his heirs successors
or assigns from and against all claims, demands, actions proceedings, losses, damages, recoveries,
judgments, costs, charges and expenses which may be made or brought or commenced against
the said A or his heirs, successors or assigns or which the said A or his heirs, successors or assigns may
or may have to bear, pay, or suffer directly or indirectly on account of the debts and liabilities of the said
dissolved partnership for the period upto the date of dissolution and thereafter.
(2) The said B hereby covenants that he shall pay the income-tax, sales tax in respect of the partnership
business upto the date of ,dissolution, but A shall be liable to pay income-tax on his income as a partner
up to the date of dissolution of the partnership and liability on hat account is not covered by indemnity
herein contained.
IN WITNESS WHEREOF, the parties hereto have signed these presents on the day, and year
hereinabove written
WITNESSES 1 Signed and delivered by the within named A
2 Signed and delivered by the within named B
Using this format
This is a reference draft reproduced for study and adaptation. Court rules, court fees and the correct forum vary with the facts and the value of the claim, so have the document checked and filed by an advocate. A defective application can be returned or dismissed even when the case itself is good.
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Disclaimer: this page is a sample format reproduced for reference and study. It is not legal advice and does not create an advocate–client relationship.