Exam 31: Operation and Dissolution of General Partnerships

Under the RUPA, it is possible to cure an illegality within 90 days after notice to the partnership of the event dissolving the partnership for illegality.

The withdrawal of a partner in a partnership at will may be either a rightful or wrongful dissociation.

The liability of partners for a tort or breach of trust committed by any partner is unlimited, personal liability.

Respondeat superior has no application to situations where a partner commits a tort, because only the partner and not the partnership is liable.

Under the RUPA, the partners have what type of liability for all contract obligations of the partnership?

Actual authority terminates upon:

Under the UPA, upon termination of a firm, each partner is entitled to the return of his capital after partnership creditors have been paid.

Under the RUPA, in a term partnership, if within 90 days after any specified cause of dissolution occurs, fewer than half of the remaining partners express their will to wind up the partnership business, the partnership will not dissolve.

A partner has implied authority to hire and fire employees whose services are necessary to carry on the partnership business.