The Delaware Agreement to Dissolve and Wind up Partnership with Sale to Partner by Retiring Partner is a legally binding document that outlines the terms and conditions for the dissolution and liquidation of a partnership in the state of Delaware. This agreement specifically deals with the situation where a retiring partner sells their share of the partnership to another remaining partner. This type of agreement is commonly used when a partner decides to retire from the partnership and wishes to liquidate their interest. It allows for a smooth transition and ensures a fair and equitable distribution of assets and liabilities among the remaining partners. Keywords: Delaware Agreement, Dissolve, Wind up, Partnership, Sale, Retiring Partner, Liquidation, Assets, Liabilities, Transition. There are two primary types of Delaware Agreement to Dissolve and Wind up Partnership with Sale to Partner by Retiring Partner: 1. Delaware Agreement to Dissolve and Wind up Partnership with Sale to Partner by Retiring Partner — Absolute Sale: This type of agreement involves the complete sale of the retiring partner's interest in the partnership to a remaining partner. The agreement outlines the purchase price and the terms of payment, ensuring a fair valuation of the retiring partner's share. 2. Delaware Agreement to Dissolve and Wind up Partnership with Sale to Partner by Retiring Partner — Installment Sale: In this type of agreement, the sale of the retiring partner's interest is structured as an installment sale, where the remaining partner agrees to make periodic payments to the retiring partner over an agreed-upon timeframe. This allows for a more manageable financial arrangement and can provide tax benefits for both parties involved. Both types of agreements should address essential elements such as the effective date of the dissolution, the distribution of partnership assets and liabilities, the release of the retiring partner from any further obligations or liabilities, and the terms and conditions of the sale. It is important to note that these agreements should be customized to suit the specific needs and circumstances of the partnership and its partners. Seeking legal advice is highly recommended ensuring compliance with Delaware partnership laws and to protect the rights and interests of all parties involved.