mini review

Question 1

P liability for A’s torts

Answer 1

1) assent
2) benefit
3) control + scope = vicariously liable
(intentional torts generally outside scope_

Question 2

P’s liability for A’s K’s

Answer 2

1) Actual express authority (oral x/c land, + revocable, unless POA)
2) actual implied authority (necessity, custom , prior acquiescence)
3) apparent authority” (p cloaks + 3rd party reasonably relies)
4) ratification (knowledge + acceptance of benefits)
authorized agents are not liable unless undisclosed principal

Question 3

duties agent owes to P

Answer 3

1) duty of care
2) duty to obedience
3) duty of loyalty

Question 4

partnership formation

Answer 4

1) no general partnership formation formalities

association of 2 or more persons carrying on as co-owners of a business for profit

Question 5

liabilities to 3rd parties (partnership)

Answer 5

1) general partners liable for all partnership obligations

2) estoppel= representers are liable as if general partners

Question 6

relations b/w partners

Answer 6

1) fiduciary- accounting for profits
2) property- only share of profits is liquid and transferable personal property
3) w/o an agreement equal control (no salary) equal profits and loses shared just like profits

Question 7

dissolution priority

Answer 7

1) all creditors for sure
2) all capital contributions for sure
3) profits if any shared equally if absent agreement

Question 8

dissolution distribution rule

Answer 8

each partner must receive loans and capital plus shares of profit but also minus their share of loses

Question 9

alternative unincorporated business org

Answer 9

1) limited partners
2) registered limited liability partners
all have limited liability