void, if the evidence of such subscribing witness is neces-sary to establish the will. Such legatee or devisee, however, is entitled to the same share of the estate to which he would be entitled if there were no will, if it does not exceed his legacy or bequest. If a testator devise an estate, and afterwards mortgage the same, it passes to the devisee, subject to such mortgage. If the testator devise an estate, and afterwards sell the same, it amounts to a revocation of the devise.

CHAPTER LXVII.

GENERAL PARTNERSHIPS.

1. A PARTNERSHIP exists when two or more persons combine their property, labor, and skill in the transaction of business, for their common profit. A partnership is presumed to be general, when there are no stipulations, and no evidence from the course of business, to the contrary. A partnership may be created for a special purpose, or be confined by the parties to a particular line of business, or to a single transaction. Articles of copartnership are generally signed by the parties, and the partnership is considered as beginning at the date of the articles, unless they contain a stipulation to the contrary.

2. Persons who are competent to transact business on their own account, may enter into partnerships. The partners usually own together both the property and the

would be entitled to a share of the estate, if the will should not be sustained? If the testator devise the estate, and afterwards mortgage the same? If the testator devise an estate, and afterwards sell the same?

1. When does a partnership exist? When is a partnership presumed to be general? For what may partnerships be created? What is generally signed by the parties? When is a partnership considered as beginning?

2. Who may enter into partnerships? What do the partners generally own together? Can there be a partnership in the profits simply?

profits; but there may be a partnership in the profits only. As between the partners, the property may belong wholly to one member of the partnership, although it is bound to third parties for all the debts of the firm. One partner may own all the property, and the other may invest his skill and labor for a share of the profits.

3. All kinds of property may be held in partnership; but real estate is still subject to the rules which govern that kind of property. When real property is purchased with partnership funds, it will be treated as partnership property, and held, like personal property, liable for the debts of the firm. The share of a deceased partner in the surplus of the real estate, after all the debts are paid, and the claims of the several partners adjusted, will be considered and treated as real estate. Improvements made with partnership funds on real estate belonging to one of the partners, will be treated as personal property of the partnership. The widow is entitled to dower in the share of partnership real property which belongs to her deceased husband's estate, after all the debts and liabilities of the firm are paid.

4. The good-will of a partnership may be considered as property for many purposes. Although it cannot be attached, it may be assigned for the benefit of creditors. A new partner cannot be introduced into the firm, without the consent of all the partners. If one partner should sell his interest in the partnership, this would effect a dissolu

As between the partners, to whom may the property belong? For what is the partnership property bound to third parties? What may one own, and the other invest?

3. What property may be held in partnership? To what is real es tate still subject? When real estate is purchased with partnership funds, how will it be treated? For what is it held liable? How will the share of a deceased partner in the surplus of the real estate be considered, after the debts are paid? If improvements are made with partnership funds on the real estate of one partner? In what share of the partnership real estate will the widow of a deceased partner be entitled to dower?

4. How may the good-will of a partnership be considered? Can it be attached? Can it be assigned? Can a new partner be introduced into a firm without consent of all the partners? If one partner should sell

tion of the partnership. A partnership may be formed by a written or parol agreement. Partners generally agree to enter into business together, and share the profits and losses. In the absence of specific stipulations or controlling evidence, the presumption of law is that the partners share the profits and losses equally. A partner may take any share of the profits which may be agreed upon by the partners. If a person is to reserve one-tenth of the profits for his services, he is still a partner. If he is to receive a salary equal in amount to one-tenth of the profits, this would not make him a partner. It would not give him any control in the business, or render him liable for the debts of the firm.

5. Partnerships are usually formed by a participation of both profits and losses, but an agreement may be entered into between the partners, that one shall have his share of the profits and not be liable for any of the losses. This agreement would be valid as between the partners. The partners among themselves may make any bargains they choose. But no such agreement will protect such partner from liability for the debts of the partnership, unless the creditor knew of this bargain between the partners, and gave the credit to the other partners only.

6. A secret partner is one not openly known to be a partner. A dormant partner is known as a partner, but he takes no share in the transaction and control of the

his interest in the firm, what would be the effect? How may a partnership be formed? What is the general agreement between partners? In the absence of specific stipulations or controlling evidence, what is the presumption of law? What share of the profits may any partner take? If a person is to receive one-tenth of the profits for his services? If he is to receive a salary equal in amount to one-tenth of the profits? Of what would it give him no control? Would this render him liable for the debts of the firm?

5. In what do the partners usually participate? What agreement may be entered into between the partners? Between whom would this agreement be valid? What agreements may partners make between themselves? For what will no such agreement protect such partner from liability?

6. What is a secret partner? debts is a secret partner liable?

What is a dormant partner? For what
If a retiring partner continue to receive

partnership business. A secret partner is liable for the debts of the firm, contracted during the time he was a partner. A retiring partner, who continues to receive a share of the profits, is still liable for the debts. If he receives a definite sum annually, in no way dependent on the profits, he is not liable. This is only a debt of the partnership, and does not involve him in their responsibility to others.

7. When a partner retires from a firm, notice is usually given by public advertisement, or by letters, to the customers of the firm. A creditor of the firm cannot hold the retiring partner for any credit given to the firm, after such retirement and notice. A nominal partner is one held out to the world as a partner, without participation in the profits or losses. Such partner is liable for the debts of the firm. If a person admits that he is a partner in a firm before the credit is given, he will be bound by such admission. Such admission is conclusive evidence of his being a partner, if made before the credit is given. If made after the credit is given it is not conclusive, and may be rebutted. If a purchase is made by one person, and credit given to him alone, and he afterwards associates with others as partners, the creditor has no claim upon the firm.

8. The liability as partners arises-1. From a person's holding himself out to be a partner; 2. From participation in the business, and its profit and loss. There is no liability as partner, where there is no participation in the

a share of the profits? If he receive a definite sum annually, in no way dependent upon the profits?

7. When a partner retires from a firm, what notice is usually given? Can a creditor of the firm hold a retiring partner? Who is a nominal partner? For what is such a partner liable? If a person admit that he is a partner in a firm before the credit is given? When is such admission conclusive evidence of the fact? When is it not conclusive evidence? Can it then be rebutted? If a purchase is made by one person, and credit given to him alone, and he afterwards associate with others as partners?

8. From what does the liability of persons as partners arise? When is there no liability as partner? By what acts in reference to the partnership business are all the partners bound? Whose are the acts

profits, nor any use of the person's name permitted by him, so as to justify the creditor in selling on his credit. All the members of the firm are bound by the acts of one partner, in reference to the partnership business. The acts and contracts of one, are in law the acts of all. Each partner is to some extent the agent of all. The mutual responsibility of the partners seeins to be founded upon these three principles-1. Each partner acts as the agent of the firm; 2. There is a community of property; 3. There is a community of interest. If an action is brought against several persons as partners, and the fact of copartnership is admitted or duly proved, then the admission of one of the partners as to any matter between the firm and another party, is evidence against all the partners. When the existence of the partnership is in dispute, the admissions of one affect him only, and do not bind the others. If two firms are partners, admissions of one affect both.

9. Persons are not jointly liable, unless they had a joint interest at the time the contract was made. All sales, purchases, assignments, pledges, mortgages, made by one partner on the partnership account, and in good faith on the part of the other party, are binding on the firm. A release by one partner, is a release by the firm. A release to one partner, is a release to all. Any fraud or collusion destroys the effect of such release. The release must be under seal. The discharge of one partner by operation of law, does not discharge the other members of the firm.

and contracts made by one? In what capacity does each partner to some extent act? Upon what is the mutual responsibility of the partners founded? If an action be brought against several persons as partners, and the fact of the partnership is admitted or duly proved, what effect does the admission of one of the partners have? When the existence of the partnership is in dispute, what effect does the admission of one have? If two firms are partners, and one firm make admissions? 9. If the parties had no joint interest at the time the contract was made? What acts done by one partner on the partnership account are binding on the firm? If a release be made by one partner? If a release be made to one partner? If there is any fraud or collusion, what is the effect? Must the release be under seal? If one partner be discharged by operation of law? If the signature or acknowledgment of the firm be