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Business Law (Partnership: an association of two or more persons to carry…

- - - - an association of two or more persons to carry on as co-owners of a business for profit.
    - - General partners
      - Limited Partners
  - - - Partnership property
      - Individual Property
- - - - individuals are always liable for their own torts
    - - Individuals are always liable fro their own torts
    - - Agent is independent contractor
        
        general rule: no liability
      - Agent is employee
        
        Respondeat superior
    - - Agents are liable for breach of their duties to the principal
        
        Duty of Care
        
        Duty of Obedience
        
        Duty of Loyalty
        
        No self-dealing
  - - - Disclosed v. Undisclosed
        
        Fully disclosed principal: Agent is not liable in contract.
        
        Undisclosed principal: Agent is personally liable in contract
    - - Contracutal duties owed to agents.
        
        Indemnify - for reasonably incurred legal liabilites
        
        Reimburse - for reasonably incurred expenses
        
        Compensate - per the agency contract
    - - An agent acting within the scope of his authority may bind his principal in contract.
        
        Apparent: The agent is "cloaked" with authority.
        
        Ratification: Principal grants retroactive authority for his agent's earlier unauthorized actions.
        
        Actual: Manifestation of the principal to the agent that the agent acts for the benefit of the principal in a particular way and that the principal agrees to be bound by the agent's actions.
    - - Contract liability based on the terms of their contract