I first need my initial post and the need 2 classmate responses done.

Read Case 36-1, Leoff v. S&J Land Co., on page 818, and discuss the following:

What evidence led the court to determine that Leoff and S&J Land Company were partners? Do you think any evidence hints at suggesting that Leoff and S&J could have not been partners? Suppose for a moment that the court did not believe a partnership existed. Notice that business ethics requires that we think beyond ourselves. Use the universalization test to explain why one should not attempt to avoid partnership responsibilities

To complete this assignment, review the Discussion Rubric document.

1st classmate response needed

Discussion 1-1

Brad Kulacz posted Mar 3, 2021 8:18PM

Hello everyone,

As open to interpretation as the Colorado law may appear in regard to partnerships and entering into one; as presented in the case study, I would agree with the courts on this one. The “management agreement” though not directly expressing a “partnership” provides a couple elements that would lead any reasonable person to believe there was one, the sharing of profits and losses. Another aspect that leads to a partnership would be in the in the filing that indicates “Richard Leoff and S&J Land Company entered into the condominium business together in Colorado.” (Kubasek, 2017) This statement to me demonstrates shared responsibility. With the information provided I feel that any evidence of this not being a partnership is in the individual interpretation of the business endeavor.

This case is an example of why businesses should not attempt to avoid their partnership agreements. S&J entered into the “management agreement” in good faith where Leoff would benefit from the upside of the project. Leoff’s attempt to avoid the downside is an immoral attempt to break an agreement that they freely entered. Could S&J have done the same to keep the entire upside if the project were a success? Using the legal standard in Colorado, aimed to avoid situations like this, no; in reverse S&J would have been held accountable to the upside. This case also brings to light the reputational damage caused by Leoff to himself, as well-as the unnecessary time, money and press this case would have spend and received.

Brad

References

Kubasek, N. K. (2017). Dynamic Business Law, Fourth Edition. New York: McGraw-Hill Education.

2nd classmate response needed

Partnership

Monika Kratz posted Mar 3, 2021 8:28PM

There is plenty of evidence proving that Leoff and S&J Land Company were in a partnership. Primary, if you look at the definition of a partnership, it is an association of two or more persons to carry on as co-owners of a business for profit (Kubasek, 2017). In this scenario, the company, S&J, and a person, Leoff, were working together to carry on with business in which both parties were profiting from. It is also included that Leoff would be held accountable for any losses sustained just as S&J would where Leoff is responsible for 30% and S&J is responsible for 70%, just like if they were profiting.

From the information provided, I have not been able to find any justification for arguing that the two parties were not in a partnership agreement. Every piece that Leoff used in his argument was rejected with evidence supporting S&J Land Company.

The prime reason that a party should not avoid partnership responsibilities is that them and every member of the partnership is held accountable for any act, intentional or not, that may compromise the company. The company created by the partnership is 100% of each of its partners combined, meaning that if the partnership fell, each of the partners would fall along with it. If there is any kind of legal matter where the partnership gets sued, the partners involved all get sued as individuals. Basically, there is no separation between personal and business like there is in corporations. The universalization test is thinking about the consequences if the decision we were about to make was made by every person. What would happen to the world around us if everyone else did this as well? The overall idea is to think, not only in an ethical business sense, but also in an ethical personal sense as well.

Reference:

Kubasek, N., Browne, M., Herron, D., Dhooge, L., & Barkacs, L., (2017). Dynamic Business Law (4th ed.) (eBook). http://connect.mheducation.com/.