Business Law Chapter 36

Any property brought into or acquired by the partnership is considered property of: _______.

the partnership

Since a partnership is considered a legal aggregate of the partners,

the partnership is not taxed as a separate being; instead, the partners pay taxes on the income generated through the partnership.

Unless otherwise agreed, no partner will receive ______ for participation in partnership business, regardless of the _______ expended.

time and effort payment

When a partner commits a(n) ______ or a breach of _______, all partners are jointly and severally liable.

tort trust

According to the UPA, if a partnership is liable, each partner is _______ liable, with ______ liability.

unlimited personal

A partnership is a(n) ______ and _______ relationship, meaning that no one can be forced into the partnership.

voluntary consensual

Which of the following entitles a partner's personal creditor to the partner's profits, while the partner continues to act as a partner and engage in the partnership business?

A charging order

Which of the following refers to a review and listing of all partnership assets and/or profits?

An accounting

______ authority permits a partner to purchase goods necessary to perpetuate the partnership business.

Implied

______ authority permits partners to enter into agreements necessary to carry on partnership business.

Implied

______ liability means that a third party can choose to sue the partners separately or all partners jointly in one action.

Joint and several

What type of liability does a new partner have for any partnership obligations that occurred before he or she was added?

Limited

Approximately how many states have adopted the Revised Uniform Partnership Act?

One-half

Which body of law states that partners have the authority to bind a partnership in an agreement?

The Uniform Partnership Act

Which of the following is not an implied property right of a partner?

The right to any intellectual property he or she creates while a partner

Which of the following is not an implied property right of a partner?

The right to privileges and benefits based on seniority

How many persons are required or allowed to form a partnership?

Two or more

What kind of vote is required for partners to change some element of their partnership agreement, admit new partners, or alter the nature of their business?

Unanimous

Which of the following is an accurate statement regarding a partner's right to compensation?

Unless otherwise agreed, no partner will receive a salary for participation in partnership-related business activities.

Partners own partnership property as tenants in property, which means they own the property as: _______.

a group

A(n) ______ typically lists the distribution of assets and profit to the partners.

accounting

According to the UPA, general ______ principles establish that partners have the authority to bind a partnership in an agreement.

agency

Absent an agreement to the contrary, a partnership ceases to exist when one of the partners dies, and the partnership is then considered a legal ______ of the individual surviving partners.

aggregate

When partnership debts eventually become the debts of the individual partners, the partnership is considered a legal ________ of the partners.

aggregate

The ______ of ______ agreement typically includes the partners' names, as well as the name of the partnership.

articles; partnership

Under the doctrine of ______ assets, partnership assets are arranged in a certain order to pay any outstanding _______.

assets debts

According to the UPA, a partnership is a(n) ______ of two or more persons to carry on as ______ in a business for profit.

association; co-owners

According to the UPA, a partnership is an association of two or more persons to carry on as co-owners in a(n) ______ for ______.

business; profit

When a partnership adds another partner, the new partner _______ be held personally liable for any financial obligations that occurred before she was added, but the ______ the new partner adds can be used to pay them off.

cannot capital

A partner's interest is composed of a combination of the following: _______, which can be sold to a(n) _______.

creditor share of the profits return of a capital contribution

The articles of partnership agreement typically includes the ______ of the partnership, such as the date or event that signals the agreement's expiration, or should make the partnership's term indefinite.

duration

According to the UPA, if a partnership is liable, ______ unlimited personal liability.

each partner has

If the partnership agreement does not indicate to the contrary, partners share ______ in profits and losses.

equally

Both the Uniform Partnership Act and the Revised Uniform Partnership Act govern partnerships in the absence of a(n) ______ partnership agreement.

express

Each partner has the right to receive full information regarding partnership matters. This right corresponds to the partners' ______ duty to disclose any information affecting the partnership.

fiduciary

Partners owe a(n) ______ duty and a duty of ______ to each other.

fiduciary care

Partners have a(n) ________ duty which forms the basis for the right to ______.

fiduciary inspect the books

According to the ______ partners owe each other, partners must work for the benefit of the partnership and not engage in any action or business that could _______ or _______ with the partnership.

fiduciary duty undermine compete

Because of the nature of the partnership, partners generally have greater ______ authority than do typical agents.

implied

A partnership is often considered a(n) ______ for _______ purposes.

lawsuit legal entity

Most partnership decisions are made by ______ vote.

majority

The three property rights of partners include the right to participate in the ______ of the business, the right to specific partnership ______, and the right to their partnership ______.

management interest property

To bring a claim for the partnership's debts, a party must: _______.

name all partners as defendants or simply name the partnership

According to the duty of ______, partners must honor the partnership agreement; if they fail to honor the agreement, they can be held liable for any losses.

obedience

According to the UPA, a ______ is an association of two or more persons to carry on as co-owners a business for profit.

partnership

If the ______ agreement does not indicate to the contrary, ______ partners share in both profits and losses.

partnership all

A partner's ______ cannot seize specific items of partnership property.

personal creditors

Each general partner is ______ liable for the partnership's debts.

personally jointly

Unless otherwise agreed, partnership records must be kept at the firm's ______ business office.

principal

The _______ of partnership agreement typically states the division of ______ as well as ______.

profits articles

If the partnership agreement does not indicate to the contrary, all partners share equally in

profits and losses.

If one partner pays an entire judgment against the partnership, the other partners must ______, or _______ her.

reimburse indemnify

According to the right of ________, the rights in specific partnership property pass to the _______.

surviving partners survivorship

According to the right of ______, the rights in specific partnership property pass to the surviving partners.

survivorship

Partners own partnership property as ______.

tenants in property