[Section 1.5 Principal Place of Business. The principal office and place of business of the Joint Venture shall be maintained at the office of X or such other place or places as shall from time to time be designated by the Partners.
Section 1.6 Term. The Joint Venture shall commence upon the date of this Agreement and shall continue until ___________,____________, or until terminated as provided herein, whichever first occurs.
ARTICLE 2.
CONTRIBUTIONS, PARTICIPATION AND DISTRIBUTIONS
Section 2.1 Tenancy in Common. The Partners shall retain title to the Property as tenants in common, with a 50% undivided interest held by X and a 50% undivided interest held by X, but agree to treat the Property, title to which is retained by the Partners individually, as contributed to the Partnership for purposes of determining capital accounts of the Partners.
Section 2.2 Other Capital Contributions.
2.2.1 Upon execution of this Agreement, the Partners shall each be deemed to have contributed to the Joint Venture as a capital contribution $__________.The Joint Venture shall be owned initially by the Partners in the percentage interests (hereinafter "partnership Ownership Percentage Interests") of fifty percent (50%) each. Except with respect to such initial capital contributions, the parties do not intend to make any other or further capital contributions. However, in the event additional capital contributions are required in connection with the operation, management, leasing, or ownership of the Property, and such additional funds cannot be borrowed by the Joint Venture, the parties agree to contribute such additional capital contributions as are necessary in the same proportion as their allocation of profits and losses under Section 2.3.
2.2.2 If the Partners agree to sell all or any portion of the Joint Venture assets, the net proceeds of such sale after paying all Joint Venture indebtedness shall be distributed as follows:
2.2.2.1 First, to the Partners to the extent necessary to return capital contributed to the Joint Venture by such Partners; and
2.2.2.2 Then, to all the Partners according to their respective Partnership Ownership Percentage Interests.
Section 2.3 Participation in Profits and Losses.
2.3.1 The net profits of the Partnership shall be divided and the net losses of the partnership shall be allocated to the Partners according to their respective Partnership Ownership