Exam 31: Operation and Dissolution of General Partnerships

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

__________ is available to a third person to whom a representation is made and who justifiably relies on the representation.

A person who represents himself to third persons as being a partner when in fact he is not,may have the liability of a partner.

The UPA provides that partners are __________ liable on all debts and contract obligations of the partnership.

Randy,Mona,and Richard are partners.Under the UPA,a creditor of their partnership must name all three partners as defendants in a suit on a contract obligation of the partnership.

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

Under the RUPA,dissolution occurs automatically upon the happening of an event specified in the partnership agreement as resulting in dissolution.The partners may not agree to continue the business.

Which of the following describes the imposing of partnership duties and liabilities upon a person who is not a partner in an existing partnership by reason of his consenting to representation that he is a partner?

Actual authority terminates upon:

Under the UPA,which of the following can be done only with the consent of all of the partners?

Roberts,Smith,and Thomas have been partners for twenty years.The partners,however,are now collecting debts,converting assets to cash,paying creditors,and distributing remaining assets to each partner.Roberts,Smith,and Thomas are engaged in:

A person has notice of a fact if the person has reason to know it exists from all of the facts known to the person at the time in question.

General Widget's partnership assets amount to $34,000 after liquidation.Frank,Gene,and Hank,equal partners,each contributed $3,000 into the capital pool at the inception of the business.Gene later loaned the business $5,000.The partnership owes $23,000 to creditors for inventory.Under the UPA,what will Gene get in distribution,assuming there is no agreement on the distribution of profits?

Does a new partner in a firm have personal liability for debts existing when he joined the firm? What should a prospective partner do to avoid unreasonable liability?

Chuck,Betty,and Bert form CB&B Partnership to run a specialty grocery store.Bert is the day-to-day manager of the store,Betty buys the groceries,and Chuck does all the administrative work.Betty decides she would like a new car to use when calling on prospective wholesalers.She makes a contract with Big Ben Motors in the name of CB&B without consulting Chuck and Bert.CB&B and the individual partners are:

Powell falsely tells Dunagan that she is a member of the partnership of Morgan and Stiles.Dunagan mentions this information to Trammell,who in reliance sells equipment on credit to Morgan and Stiles.Trammell can hold Powell liable for the misrepresentation.

Under the RUPA,a judgment creditor of a partnership may first attempt to enforce a judgment against either the separate assets of a partner or the partnership itself.

Under the UPA,neither a partner who causes dissolution by wrongfully withdrawing nor a partner expelled pursuant to the partnership agreement can force liquidation of the partnership.

The actual express authority of partners must be specifically set forth in the partnership agreement.

In a partnership of A,B,and C,A commits fraud which creates a liability to the partnership of $9,000.If the three partners share profits and losses equally,A's liability to the partnership for his fraudulent act is $3,000.