Last Minute Stuff I Can't Remember

Front 1

PARTNERSHIP:
Dissociation

Back 1

upon dissociation, Ps right to participate in mgmt. ceases;
partnership must buy out his interest at either LIQUIDATION or GOING-CONCERN value

Front 2

PARTNERSHIP:
Dissociation of a partner in violation of agreement

Back 2

P who dissociates in violation of partnership agreement or before expiration of partnership term/undertaking is liable for DAMAGES caused by WRONGFUL DISSOCIATION and not entitled to payment of buy-out UNTIL TERM EXPIRES or undertaking completed

Front 3

PARTNERSHIP:
Terminating a partnership at will

Back 3

“In the absence of an agreement that sets forth events of dissolution, a GP dissolves upon notice of
express will of any one partner to dissociate.”

Front 4

PARTNERSHIP:
Winding up

Back 4

“The period between dissolution and termination in which the remaining partners liquidate partnership assets
to satisfy partnership creditors.”

Front 5

PARTNERSHIP:
Terminating a partnership that is NOT at will

Back 5

dissolution occurs only upon happening event specified in agreement; or upon majority vote of Ps to dissolve within 90 days of dissociation of former partner

Front 6

PARTNERSHIP:
Distribution of Assets After Termination of Partnership

Back 6

Where a SOLVENT partnership is dissolved and its assets are reduced to cash, the cash must be used to pay the partnership’s LIABILITIES in the following order: (1) outside and inside creditors; (2) capital contributions; (3) profits and surplus to partners

Front 7

Sanctions for discovery violations

Back 7

Order Compelling Answers plus costs (including attorney’s fees) of bringing motion
b) Contempt: only sanction available against non-party
c) Establishment Order: establishes facts as true
d) Strike Pleadings
e) Dismiss P's Case: must have showing of bad faith
f) Default Judgment Against D: must have showing of bad faith
g) CA: allows the court to order a party or his attorney or both to pay expenses and attorney’s fees incurred by another party
because of bad faith or frivolous tactics in litigation (something completely without merit or for sole purpose of harassment)

Front 8

Compulsory Joinder vs. Intervention of right

Back 8

Compulsory Joinder: when (1) the court cannot accord complete relief without absentee; (2) absentee's interest may be
harmed if not joined; or (3) absentee claims an interest which subjects a party to multiple obligations
Intervention: A's interest will be harmed if not joined (interest is not adequately represented)

Front 9

Motion for a Judgment as a Matter of Law

Back 9

brought after the adverse party has been heard but before jury verdict; granted if reasonable persons could not disagree with the result; evidence viewed in light most favorable to nonmoving party

Front 10

Res Judicata

Back 10

Claim Preclusion. (1) both cases were brought by the same claimant against the same defendant; (2) first case ended in a valid final judgment on the merits (any judgment is on the merits unless it was based on jurisdiction, venue, or indispensible parties);
(3) both cases asserted the same claim (same T/O) (or CA - cause of action (get one cause of action for each right invaded, e.g.,accident causes both personal injuries and property damage – two different rights invaded)

Front 11

Collateral Estoppel

Back 11

(1) first case ended in a valid final judgment on the merits (any judgment is on the merits unless it was based on jurisdiction, venue, or indispensible parties); (2) same issue was actually litigated and determined in the first case; (3) the issue was essential to the judgment of the first case (without this issue, the judgment in the first case would have been
different); (4) can only be asserted against one who was a party in the first case (required by due process); (5) by whom can it be asserted?

Front 12

Who can assert collateral estoppel?

Back 12

(1) traditional view: MUTUALITY was required (can only be used by one who was not a party in the first case)
(2) Nonmutual Defensive Collateral Estoppel: used by one who was not a party in the first case but is a D in the
second case
(3) Nonmutual Offensive Collateral Estoppel: used by one who was not a party in the first case but is a P in the
second case; only allowed if it was fair, consider: (1) look at whether D had opportunity to litigate the issue in the first
case; (2) whether D could foresee multiple litigation; (3) whether P could have joined easily in the first case; and (4)
whether there are other inconsistent judgments on the record