Partnerships
Association of two or more persons to carry on as co-owners a business for profit
Partnership
Human beings, business entities, organizations, etc. (think definition of partnership)
Person
Amount each partner has of the share of profits of the partnership
equal
A change in this can end an agent's authority
circumstances
A fiduciary relationship which results from the manifestation of consent by one person to another that the other shall act on his behalf and subject to his control, and consent by the other so to act.
Agency
An agreement to share in profits and losses, a mutual right of control or management of the enterprise, and a community of interest in the venture
4 factor test
Money that comes into the business after taking expenses into account
Profits
Level of agreement required to admit new partners
Unanimous
Dissociation
When neither the Principal’s identity nor its existence is made known to the 3rd party
Undisclosed principal
An agreement among partners of a Partnership governing their relative rights and obligations among one another with respect to the Partnership.
Partnership agreement
Group of people with a common goal (think definition of partnership)
Association
Amount each partner has of the share of the loss of the partnership
whatever the share of the profits would be
When the partnership ends the business
Dissolution
When a principal's existence AND identity is known to a 3rd party
Disclosed principal
A concept in criminal law that is not needed to show parties have formed a partnership
intent
The Principal agrees to the Agent’s act or a contract even though the Agent wasn’t authorized at the time.
Ratification
Level of agreement needed for ordinary course matters
Majority
A partnership that has NOT discussed ending the partnership at a particular time and planned to operate the business for the foreseeable future
At-will
Created by a person’s manifestation that another has authority to act with legal consequences for the person who makes the manifestation, when a third party reasonably believes the actor to be authorized and the belief is traceable to the manifestation.
Apparent authority
Type of tax treatment that partnerships have
pass-through
A person who holds a legal or ethical relationship of trust with one or more other parties
Fiduciary
Any partner may dissolve an at-will partnership at any time by doing this
dissociating
the process of getting the affairs of the partnership in order and getting ready to close the doors.
Winding up
Affirmative directions given continuously during an agency relationship. Could extend to the manner and means of doing an action, but not necessarily
Control