Topic 2

52問 • 1年前

問題一覧

A partnership begins from the moment of the _____________ of the ____________, unless it is otherwise ______________.

execution, contract, stipulated

When a partnership for a ________ term or particular undertaking is continued after the termination of such term or particular undertaking ____________ any express agreement, the rights and duties of the partners remain the ________ as they were at such termination, so far as is consistent with a partnership at will.

fixed, without, same

A continuation of the business by the partners or such of them as habitually acted therein during the term, ____________ any settlement or liquidation of the partnership affairs, is prima facie evidence of a _____________ of the partnership.

without, continuation

Every partner is a _________ of the partnership for whatever he may have promised to contribute thereto.

debtor

He shall also be bound for ___________ in case of eviction with regard to __________ and _____________ things which he may have contributed to the partnership, in the same cases and in the same manner as the __________ is bound with respect to the ___________. He shall also be liable for the ________ thereof from the time they should have been delivered, __________ the need of any demand.

warranty, specific, determinate, vendor, vendee, fruits, without

A partner who has undertaken to contribute a sum of money and fails to do so becomes a ___________ for the __________ and __________ from the time he should have complied with his obligation.

debtor, interest, damages

The same rule applies to any amount he may have taken from the partnership ___________, and his liability shall begin from the time he converted the amount to his ______ use.

coffers, own

Unless there is a stipulation to the country, the partners shall contribute ___________ shares to the capital of the partnership.

equal

If there is _____ agreement to the contrary, in case of an imminent loss of the business of the partnership, any partner who __________ to contribute an __________ share to the capital, except an ______________ partner, to save the venture, shall be obliged to _________ his ______________ to the partners.

no, refuses, additional, industrial, sell, interest

Stated simply, in case of imminent loss of the business of the partnership, partners are obliged to contribute additional sum, except: 1) If he is an ____________ partner 2) If a partner is ____________ 3) If a partner is _____________ by stipulation

industrial, insolvent, exempted

An __________ partner ___________ engage in business for himself, unless permitted by the other partners.

industrial, cannot

An industrial partner cannot engage in business for himself, unless permitted by the other partners. Rights of ___________ partners in case of violation: 1) If there is ________ or benefit the same shall be given to the partnership plus ___________; or 2) ___________ from the partnership plus _________

capitalist, profit, damages, expulsion, damages

Capitalist partner The capitalist partners ___________ engage for their own account in any operation which is of the _______ of business in which the partnership is engaged, unless there is a stipulation to the contrary.

cannot, kind

Any capitalist partner violating this prohibition shall bring to the common funds any __________ accruing to him from his transactions, and shall personally bear all the __________.

profits, losses

When the manner of management has _______ been agreed upon (no managing partner has been appointed), _____ the partners can act as agents of the partnership. They can enter into contracts representing the partnership. Their actions are limited to acts of administration. Acts of strict dominion require the consent of ______ the partners.

not, all, all

_________ of the partners may, ___________ the consent of the others, make any important alteration in the ____________ property of the partnership, even if it may be useful to the partnership. But if the refusal of consent by the other partners is manifestly ______________ to the interest of the partnership, the court’s intervention may be sought. Important alteration in the immovable property constitutes act of strict dominion.

None, without, immovable, prejudicial

A managing partner may be appointed in the __________ of partnership itself or in a separate document _________ the execution of the articles of partnership.

after, articles

The partner who has been appointed manager in the articles of partnership may execute ______ acts of administration despite the ______________ of his partners, unless he should act in _______ faith; and his power is irrevocable _________ just or lawful cause. The vote of the partners representing the controlling interest shall be necessary for such revocation of power.

all, opposition, bad, without

A power granted ________ the partnership has been constituted may be __________ at any time

after, revoked

If a managing partner is appointed in the __________ of partnership, his power is ____________ without just cause. But if his power is granted ________ the partnership has been constituted, his power is revocable _______ or __________just cause. The vote of the partners representing the controlling ___________ is necessary for such revocation of power in _______ instances.

articles, irrevocable, after, with, without, interest, both

If ______ or more partners have been entrusted with the management of the partnership ___________ specification of their respective duties, or ___________ a stipulation that one of them shall ______ act ____________ the consent of ____ the others, each one may separately execute all acts of administration, but if any of them should oppose the acts of the others, the decision of the ____________ shall prevail. In case of a tie, the matter shall be decided by the partners owning the controlling interest.

two, without, without, not, without, all, majority

In case it should have been stipulated that none of the managing partners shall act ___________ the consent of the others, the concurrence of _____ shall be necessary for the validity of the acts, and the ____________ or disability of any _____ of them __________ be alleged, unless there is imminent danger of grave or irreparable injury to the partnership.

without, all, absence, one, cannot

If a managing partner received money from a third person who owes the partnership and the ___________ partner, the amount received as payment must be applied to both obligations in proportion to the credits, if the receipt is in the name of the __________ partner. However, if the receipt is in the name of the partnership, the payment must be applied to the _______________ credit.

managing, managing, partnership

Exceptions to the rule that payment must be in proportion, if receipt is in the name of the ____________ partner:

managing

The distribution of profits and losses depends on whether the partner is a ____________ partner or an ____________ partner

capitalist, indistrial

Capitalist partner Distribution of profits: 1) According to ____________ 2) No stipulation, according to __________ contribution Distribution of losses: 1) According to _____________ 2) No stipulation, according to the _________ sharing stipulation 3) Absence of a and b, according to __________ contribution

stipulation, capital, stipulation, profit, capital

Industrial partner The share of the industrial partner in the _________ if there is no agreement is that which is just and ____________. An industrial partner is ___________ from loss, unless otherwise stipulated.

profits, equitable, exempted

The designation of profit and loss sharing may be entrusted to a ______________. The designation made by the ___________ is binding upon the partners unless such is manifestly _______________. The designation __________ be entrusted to one of the partners.

third person, third person, unequitable, cannot

There is implied acceptance of the designation when: 1) a partner has begun to execute the decision of the _______________ 2) a partner has ______ impugned the same within a period of __________ months from the time he had knowledge thereof.

third person, not, three

Every partner is responsible to the partnership for ___________ suffered by it through his fault, and he __________ compensate them with the profits and benefits which he may have earned for the partnership by his industry. However, the courts may equitably ____________ this responsibility if through the partner’s extraordinary efforts in other activities of the partnership, ___________ profits have been realized.

damages, cannot, lessen, unusual

The risk of __________ things contributed to the partnership is borne by the ______________ because there is already a transfer of ownership. Generally, the naked title and the usufruct are transferred to the partnership and it becomes the owner of the property.

specific, partnership

The risk of __________ and ____________ things, which are _____ fungible, contributed to the partnership so that only their _________ and ___________ may be for the common benefit, shall be borne by the partner who owns them.

specific, determinate, not, use, fruits

If the things contributed are ___________, or cannot be kept __________ deteriorating, or if they were contributed to be sold, the risk shall be borne by the ______________. In the absence of stipulation, the risk of the things brought and appraised in the inventory, shall also be borne by the ____________, and in such case the claim shall be limited to the value at which they were appraised.

fungible, without, partnership, partnership

The following are the property rights of a partner: 1) Rights in ____________ partnership property; 2) _____________ in the partnership; 3) Right to participate in the _______________.

specific, interest, management

A partner is __________ with his partners of _________ partnership property.

co-owner, specific

A partner has an __________ right with his partners to possess __________ partnership property for partnership purposes; but he has ______ right to possess such property for any other purpose _______________ the consent of his partners.

equal, specific, no, without

The right of a partner in a ___________ partnership ___________ be assigned, attached, charged or levied upon.

specific, cannot

A partner’s ___________ in the partnership is his share of the profits and ____________.

interest, surplus

A conveyance by a partner of his whole interest in the partnership does _______ of itself ____________ the partnership, or, as against the other partners in the _____________ of agreement, entitle the assignee, during the continuance of the partnership, to interfere in the management or administration of the partnership business or affairs, or to require any information or account of partnership transactions, or to inspect the partnership books; but it merely entitles the assignee to receive in accordance with his contract the profits to which the assigning partner would otherwise be entitled.

not, dissolve, absence

The ___________ of a partner in a partnership may be assigned, attached, charged or levied upon.

interest

Every partner is an ___________ of the partnership for the purpose of its business, and the act of every partner, including the execution in the partnership name of any instrument, for apparently carrying on in the usual way the business of the partnership of which he is a member binds the partnership, unless the partner so acting has in fact _____ authority to act for the partnership in the particular matter.

agent, no

Obligations of the Partners with regard to Third Persons: Partnership name Every partnership shall operate under a firm _________, which may or may not include the name of one or more of the partners. Those who, ______ being members of the partnership, include their names in the firm name, shall be subject to the __________ of a partner.

name, not, liability

The partners are liable __________ if the obligation arises from contractual relation. ___________ liability applies if the obligation arises from _____________ situations like quasi-delict or quasi-contract.

jointly, solidary, non-contractual

Joint liability The partners, including ___________ partners, are liable pro-rata _________ exhausting the partnership property. The liability of partners is ___________ and pro-rata, the latter means __________.This liability of partners applies if the obligation arises from _____________ relation.

industrial, after, secondary, joint, contractual

Solidary liability The partners are solidarily liable with the partnership in the following instances: 1) Where by any wrongful act or omission of any partner acting in the ordinary course of business of the partnership or with ______________ of his co-partner, loss or injury is caused to any person _______ being a partner; 2) Where one partner, acting within the scope of his authority, receives money or property from a third person and _____________ them; 3) Where the partnership, in the course of business, receives money or property from a third person and it is _____________ by any of the partners.

authority, not, misapplies, misapplies

If the exempted partner is an ____________ one, the agreement is ________ as among themselves, but _______ insofar as creditors are concerned.

industrial, valid, void

If the exempted partner is a ____________ partner, the agreement is ________ as against creditors of the firm. As among themselves, it is _________, regarding contributions in ___________ of capital; but ________ regarding the original contribution.

capitalist, void, valid, excess, void

A person admitted as a partner into an existing partnership is liable for ______ the obligations of the partnership arising ____________ his admission as though he had been a partner when such obligations were incurred, except that this liability shall be satisfied only out of partnership property, unless there is a ___________ to the contrary.

all, before, stipulation

Every partner is an agent of the partnership for the purpose of its business, and the act of every partner, ___________ the execution in the partnership _______ of any instrument, for apparently carrying on in the usual way the business of the partnership of which he is a member binds the partnership, unless the partner so acting has in fact ______ authority to act for the partnership in the particular matter, and the person with whom he is dealing has _______________ of the fact that he has _____ such authority.

including, name, no, knowledge, no

An act of a partner which is _____ apparently for the carrying on of business of the partnership in the usual way does ______ bind the partnership unless authorized by the other partners.

nof, not

Except when authorized by the other partners or unless they have abandoned the business, _____ or more but _______ than all the partners have ______ authority to: 1) Assign the partnership property in trust for creditors or on the assignee’s promise to pay the debts of the partnership; 2) Dispose of the good-will of the business; 3) Do any other act which would make it impossible to carry on the ordinary business of a partnership; 4) Confess a judgment; 5) Enter into a compromise concerning a partnership claim or liability; 6) Submit a partnership claim or liability to arbitration; 7) Renounce a claim of the partnership.

one, less, no

______ act of a partner in contravention of a restriction on authority shall bind the partnership to persons having _____________ of the restriction.

No, knowledge

Topic 1

Mikyii · 67問 · 1年前

Topic 1