ther, a balance should be struck,
and only the net profit be considered as profits.
3 It is quite clear that if the shares are expressed in one event only,
as for instance in the event of profit, but not in the event of loss, or
vice versa, the same proportions must be observed, in the event of which
no mention has been made, as in the other.
4 The continuance of partnership depends on the continuing consent of
the members; it is dissolved by notice of withdrawal from any one of
them. But of course if the object of a partner in withdrawing from the
partnership is to fraudulently keep for himself some accruing gain--for
instance, if a partner in all goods succeeds to an inheritance, and
withdraws from the partnership in order to have exclusive possession
thereof--he will be compelled to divide this gain with his partners; but
what he gains undesignedly after withdrawing he keeps to himself, and
his partner always has the exclusive benefit of whatever accrues to him
after such withdrawal.
5 Again, a partnership is dissolved by the death of a partner, for when
a man enters into a contract of partnership, he selects as his partner
a definite person. Accordingly, a partnership based on the agreement
of even several persons is dissolved by the death of one of them, even
though several others survive, unless when the contract was made it was
otherwise agreed.
6 So too a partnership formed for the attainment of some particular
object is terminated when that object is attained.
7 It is clear too that a partnership is dissolved by the forfeiture of
the property of one of the partners, for such an one, as he is replaced
by a successor, is reckoned civilly dead.
8 So again, if one of the partners is in such embarrassed circumstances
as to surrender all his property to his creditors, and all that he
possessed is sold to satisfy the public or private claims upon him,
the partnership is dissolved, though if the members still agree to be
partners, a new partnership would seem to have begun.
9 It has been doubted whether one partner is answerable to another on
the action of partnership for any wrong less than fraud, like the bailee
in a deposit, or whether he is not suable also for carelessness, that is
to say, for inattention and negligence; but the latter opinion has now
prevailed, with this limitation, that a partner cannot be required
to satisfy the highest standard of carefulness, provided that in
partnership busines
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