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***(Outsourced) - {EXTENSIVE}> Exam 2 - 4 >> (Contains PARTNERSHIPS)

Terms in this set (60)

A partnership is liable for a partner's tortious acts, including fraud, committed in the ordinary course of the partnership business or with partnership authority, whether actual or apparent. When the partner enjoys immunity from liability for such acts, the partnership is not entitled to assert that immunity.

Unlike a shareholder with respect to a corporate obligation, a partner is generally personally liable for a partnership obligation. For a partnership's obligations that arise from a partner's tortious conduct, each partner is jointly and severally liable. Consequently, a tort victim may sue one or more partners and secure a judgment for the full amount of her damages, subject to the defendants' rights of indemnification and contribution with respect to the partnership and the other partners. If the victim is unable to collect the full amount of her damages, she may bring another lawsuit against partners who were not defendants in the first lawsuit in order to gain complete satisfaction with regard to her claim. For all other partnership obligations (e.g. contractual obligations), each partner is jointly liable. Consequently, the plaintiff-obligee may sue one or more partners and secure a judgment for the full amount of her damages, but cannot subsequently sue other partners if she is unable to fully collect on that judgment. In some states, a plaintiff must first satisfy any judgment from partnership assets before proceeding to enforce the judgment against a partner';s personal assets.