US Lawyer Database

§  20.  Partner  agent  of partnership as to partnership business.  1.
Every partner is an agent 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  no  authority
to act for the partnership in the particular matter, and the person with
whom  he  is  dealing  has  knowledge  of  the  fact that he has no such
authority.
  2. An act of a partner which is not apparently for the carrying on  of
the  business  of  the  partnership  in  the usual way does not bind the
partnership unless authorized by the other partners.
  3. Unless authorized  by  the  other  partners  or  unless  they  have
abandoned  the business, one or more but less than all the partners have
no authority to:

(a) Assign the partnership property in trust for creditors or on the assignee's promise to pay the debts of the partnership.

(b) Dispose of the good-will of the business.

(c) Do any other act which would make it impossible to carry on the ordinary business of the partnership.

(d) Confess a judgment.

(e) Submit a partnership claim or liability to arbitration or reference. 4. No act of a partner in contravention of a restriction on his authority shall bind the partnership to persons having knowledge of the restriction.