[Software Dispute] Cole, Kyra, and Morton Are Partners in a Startup

question 42

Multiple Choice

[Software Dispute] Cole, Kyra, and Morton are partners in a startup company that designs software for the biotechnology industry. Their partnership agreement contained a provision that the partnership would be dissolved when Morton retires, or if any partner commits any act that violates the trust of the other partners. The partnership agreement also provided that all intellectual property related to the business of the partnership, including any patents, be owned by the partnership. Cole decides to open another company, ColeCompany, that would design gaming software. He sets up the company secretively, transfers a patent owned by the partnership to ColeCompany, and does not tell his partners until he is ready to do business at ColeCompany. When Kyra and Morton find out that Cole went behind their backs and opened another business, they tell Cole they can no longer trust him and are dissolving the partnership because of his actions. Cole, who is the software designer for the partnership, tells them if they want to dissolve the partnership, then he will also design software for the biotech industry at ColeCompany.
-Was the partnership rightfully dissolved or wrongfully dissolved?

• A) Wrongfully dissolved, unless Morton is also retiring.
• B) Rightfully dissolved because, by his actions, Cole withdrew from the partnership at will.
• C) Rightfully dissolved because the partnership agreement dictated that a partner can be expelled for theft, and by placing the patent in his company's name he committed theft against the partnership.
• D) Wrongfully dissolved because Cole offered to return the software.
• E) Wrongfully dissolved because the partnership agreement does not permit dissolution under these circumstances.

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Definitions:

Quiet Sleep

A sleep phase in infants characterized by minimal movement and a steady breathing pattern, also referred to as non-REM sleep.

Temperamental Characteristics

Fundamental aspects of an individual's personality, such as mood, disposition, and responsiveness, thought to be innate rather than learned.

Fussiness

Exhibiting irritability or restlessness, especially common in infants and young children, often due to discomfort or hunger.

Aggression

A range of behaviors that can result in both physical and psychological harm to oneself, others, or objects in the environment.