California Civil Jury Instructions (CACI) (2017)

3711. Partnerships

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3711.Partnerships
A partnership and each of its partners are responsible for the wrongful
conduct of a partner acting within the scope of his or her authority.
You must decide whether a partnership existed in this case. A
partnership is a group of two or more persons who own a business in
which all the partners agree to share the profits and losses. A
partnership can be formed by a written or oral agreement or by an
agreement implied by the parties’ conduct.
New September 2003
Directions for Use
This instruction is not intended for cases involving limited liability partnerships.
Sources and Authority
• Formation of Partnership. Corporations Code section 16202.
• Liability of Partnership. Corporations Code section 16305(a).
• “Under traditional legal concepts the partnership is regarded as an aggregate of
individuals with each partner acting as agent for all other partners in the
transaction of partnership business, and the agents of the partnership act as
agents for all of the partners.” (Marshall v. International Longshoremen’s and
Warehousemen’s Union (1962) 57 Cal.2d 781, 783 [22 Cal.Rptr. 211, 371 P.2d
987].)
• “[T]he partners of a partnership are jointly and severally liable for the conduct
and torts injuring a third party committed by one of the partners.” (Black v.
Sullivan (1975) 48 Cal.App.3d 557, 569 [122 Cal.Rptr. 119], internal citations
omitted.)
• “In determining whether a relationship such as that of partners has been created,
the courts are guided not only by the spoken or written words of the contracting
parties, but also by their acts.” (Singleton v. Fuller (1953) 118 Cal.App.2d 733,
740–741 [259 P.2d 687], internal citation omitted.)
• “It is essential, however, to the existence of a partnership that there be a
community of interest and an agreement to share jointly in the profits and losses
resulting from the enterprise.” (Sandberg v. Jacobson (1967) 253 Cal.App.2d
663, 668 [61 Cal.Rptr. 436], internal citation omitted.)
Secondary Sources
9 Witkin, Summary of California Law (10th ed. 2005) Partnership, § 39
1Levy et al., California Torts, Ch. 8, Vicarious Liability, § 8.06 (Matthew Bender)
35 California Forms of Pleading and Practice, Ch. 402, Partnerships: Actions
660
0036
Between General Partners and Partnership, § 402.12 (Matthew Bender)
17 California Points and Authorities, Ch. 170, Partnerships, § 170.20 et seq.
(Matthew Bender)
1 California Civil Practice: Torts, §§ 3:36–3:37 (Thomson Reuters)
VICARIOUS RESPONSIBILITY CACI No. 3711
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