Alaska Civil Pattern Jury Instruction 23.11

The plaintiff claims that [alleged partner A] is legally responsible for the conduct of [alleged partner B] because there was a business partnership between [alleged partner A] and [alleged partner B].

To evaluate this claim, you must first decide if there was a business partnership between [alleged partner A] and [alleged partner B].

A business partnership is an association of two or more persons to conduct a business for profit, as co-owners of the business.

In order to find that a business partnership existed between [alleged partner A] and [alleged partner B], you must find that each of the following three elements is more likely true than not true:

1) [alleged partner A] and [alleged partner B] agreed to combine their property, money, skill and knowledge to conduct a business;

2) [alleged partner A] and [alleged partner B] intended to make a profit from the business; and

3) [alleged partner A] and [alleged partner B] were co-owners of the business. Co-ownership of a business is shown by shared authority to manage the business, and agreement to share profits from the business.

If all three of these elements are more likely true than not true, the relationship between [alleged partner A] and [alleged partner B] was a business partnership. If any of these elements is not more likely true than not true, the relationship between [alleged partner A] and [alleged partner B] was not a business partnership.

These three required elements can be established through the transactions, conduct or words of the parties. Existence of a business partnership does not require a written agreement between the parties, or proof that the parties intended to form a business partnership.

Written or spoken words that the parties used to describe their relationship do not control whether their relationship was a business partnership. If you find all three required elements, the parties had a business partnership, even if the parties never used the words partner or partnership to describe their relationship. By the same token, if you do not find all three required elements, the parties did not have a business partnership, even if the parties used the words partner or partnership to describe their relationship.

If you determine that [alleged partner A] was a business partner with [alleged partner B], [alleged partner A] is legally responsible for conduct by [alleged partner B] that is within the scope of authority given to [alleged partner B] by the partnership. If you determine that [alleged partner A] was not a business partner with [alleged partner B], [alleged partner A] is not legally responsible for [alleged partner B]’s conduct.

A partner acts within [his][her][its] scope of authority when the partner is acting in the ordinary course of business of the partnership, or when the partner does anything which is either expressly or impliedly authorized by the partnership.