Agency, Trust & Partnership Reviewer - 1786-1814 (Cambri Notes)

Obligations 1786 To give his contribution 1788 Where a party becomes a debtor fo for interest

Rights 1810

1788 1788

180' 180'

17(2 17(2 180' 1807 1807 1808 1808 17(' 17('

%ot to conv convert ert firm firm money money or prope property rty for his his o&n use )uty )uty to credit credit to the the firm* firm* pay payme ment nt made made by a debtor &ho o&es him and the firm Pay for damages caused by his fau!t To acco account unt for and ho!d ho!d as trust trustee ee** unauthori-ed persona! profits %ot engag engage e in unfa unfair ir compe competit tition ion &ith &ith his his o&n firm capita!ist partners" To share share &ith &ith the the othe otherr partne partners rs the the share share of the partnership credit &hich he has received from an inso!vent firm debtor

180+ 180+

Property Rights 1. rights in specific partnership property 2. interest in the partnership share in the profits and surp!us" #. right to participate in the management e$cept !imited partner" Righ Rightt to to ass assoc ocia iate te &ith ith ano anoth ther er pers person on in his his share Righ Rightt to to ins inspe pect ct and and cop copy y par partn tner ersh ship ip boo, boo,s s 1 Right to demand a forma! account

180( 18#0 #1

Right to as, for the disso!ution of the firm at the proper time

1784 Different Relationships: 1. 2. #. '.

Re!a Re!ati tion ons s Re!at Re!ation ions s Re!ation Re!ations s Re!ation Re!ations s

bet& bet&ee een n bet&e bet&een en bet&ee bet&een n bet&ee bet&een n

178-%./0/R2 D3T"/: Duties of e#er partner / and and  / and and  and partn partners ership hip / and  and and third third perso persons ns the partners partnership hip and and third third person persons s

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When partnership begins 1. 2.

enera!! enera!!y3r y3rom om the the moment moment of the the e$ecut e$ecution ion of the contract. 4$ception 4$ceptionWh When en there there is a contrary contrary stipu!at stipu!ation ion

There can be future be a future partnership which has no juridical existence et! "ntent to create a future partnershipthe partnership the agreement for a future partnership does not of itse!f resu!t in a partnership. The intent must !ater on be actua!i-ed by the formation of the intended partnership.

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Rule if contributions ha#e not been actuall $ade% the firm a!ready e$ists* for partnership is a consensual  contract   contract a!! forma!ities must be present" 178&%Duration of 'artnership • •

5n!imited as to duration no time !imit fi$ed by !a&" )uration may be agreed upone$press!y definite period" or imp!ied!y &hen a particu!ar enterprise is underta,en* underta,en* the firm ends as soon as its purpose ends"

'artnership 'artnership at will ()inds* 1. 2.

•

%o ter term* m* e$p e$pre ress ss or or imp! imp!ie ied d When it is is continu continued ed by the habitua! habitua! managers managers** a!though the period has ended* or the purpose has been accomp!ished  This is a prima facie evidence of firms continuation" +at will, because will, because its continued e$istence rea!!y depends upon the &i!! of the partners or even on the &i!! of any of them

!

Dut to contr contribut ibute e what what had had been been pro$ised pro$ised a. ust ust be made made ordina ordinari! ri!y y at the the time time the the partnership is entered into* unless a different period is stipulated! b. %o deman demand d neede needed d to put put partne partnerr in defau defau!t !t because in partnership, the obligation to contribute is one where time is of the essence c. 5ust exercise due diligence in preser#ing the propert to be contributed before actual contribution otherwise he can be liable for loss and deterioration. d. / partn partner er &ho &ho promi promises ses to contr contribu ibute te becomes a promissory a promissory debtor. Dut to deli#e deli#er r the the fruits fruits of of what what should should ha#e ha#e been deli#ered a. f propert has propert  has been promised* the fruits from the time they shou!d have been de!ivered" shou!d a!so be given. %o demand needed. b. f $one is promised* interest and damages from the time he shou!d have comp!ied &ith his ob!igation shou!d be given. %o demand needed. c. n both both** the the partn partner er sti! sti!!! o&ns o&ns the the same same before de!ivery. Dut Dut to warr warran antt a! Refers to 9specific and determinate determinate things: alread contributed! i! / thing is determinate or specific &hen it is distinct from a!! others of the same c!ass. 1'60" b! /#iction%&henever by a fina! ;udgment based on a right prior to the sa!e or an act imputab!e to the partner* the partnership is deprived of the &ho!e or a part of the thing purchased. Page 1 of 6

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f a partner fai!s to contribute* the remedy is not rescission but co!!ection as &e!! as damages.