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Business entities (General Partnership (Rights (participate in management,…

- - - - Co-ownership
      - Share of Profits
        
        Exceptions
        
        debt owed to creditor
        
        wages owed to an employee
        
        rent owed
        
        annuity owed to a widow
        
        interest owed on a loan
        
        consideration for the sale of goodwill of a business
      - Share of losses
      - Management
      - made in writing
    - - Express partnership
      - implied partnership
      - partnership by estoppel
        
        Principal leads a third person to believe that there is a principal-agent relationship
        
        Principal leads someone to believe that there is a partnership by estoppel
        
        Unlimited personal liability but sharing of profit is not necessarily guaranteed by the law
  - - - each partner has a equal right to participate in the management
      - simple majority decides partnership voting
    - - could be negotiated but usually equal
    - - no compensation for partnership service unless otherwise agreed on
    - - upon termination of GP, partners are entitled to recieve capital given
  - - - based on those of agent
      - resolving conflicts between partnership interest and personal interests
  - - - General partnerships are entities
        GP can sue and be sued
    - - does not pay federal income taxes
    - - partners have joint and several liability for torts
        
        can seek indemnity from the partner who committed the wrongful act
      - contract liability:
- - - - cannot trademark
        
        mark that resembles a mark already registered
        
        generic names
      - register with the US patent and trademark office
        
        provides nationwide effect
      - Federal Dilution Act
        
        Protects company where an infringer uses the mark and confuses consumers as to the source of the goods or services
        
        requirements
        
        must be famous
        
        the use by the other party must be commercial
        
        the use must cause dilution of the distinctive quality of the mark
        
        doesnt need to show harm
        
        Victoria's secret vs. Victor's secret