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Partnerships (Partner's Duties & Rights (Duty of Loyalty (Partner…
Partnerships
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Partnership Alternatives
LLP
partners contribute capital and share profits but not personally liable for the partnership, employees, or other partners
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LLC
Members typically not liable for LLC debt; profits & losses follow contributions; taxed like a partnership; distributions according to LLC agreement
Formation
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Partnership Agreement
Cannot eliminate Duty of Loyalty,
but can define parameters of duty of loyalty
Winding Up & Termination
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Winding Up
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Who may Wind Up: (1) any partner; (2) legal rep. of last surviving partner; (3) any partner, legal rep., or transferee may seek judicial supervision of winding up.
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