Massachusetts General Laws
Chapter 108a - Partnerships
Section 9 - Partner as Agent of Partnership; Authority

Section 9. (1) Every partner is an agent of the partnership for the purpose of its business, and the act of every partner, including the execution in the partnership name of any instrument, for apparently carrying on in the usual way the business of the partnership of which he is a member binds the partnership, unless the partner so acting has in fact no authority to act for the partnership in the particular matter, and the person with whom he is dealing has knowledge of the fact that he has no such authority.
(2) An act of a partner which is not apparently for the carrying on of the business of the partnership in the usual way does not bind the partnership unless authorized by the other partners.
(3) Unless authorized by the other partners or unless they have abandoned the business, one or more but less than all the partners have no authority to:
(a) Assign the partnership property in trust for creditors or on the assignee's promise to pay the debts of the partnership,
(b) Dispose of the good will of the business,
(c) Do any other act which would make it impossible to carry on the ordinary business of the partnership,
(d) Confess a judgment,
(e) Submit a partnership claim or liability to arbitration or reference.
(4) No act of a partner in contravention of a restriction on his authority shall bind the partnership to persons having knowledge of the restriction.

Structure Massachusetts General Laws

Massachusetts General Laws

Part I - Administration of the Government

Title XV - Regulation of Trade

Chapter 108a - Partnerships

Section 1 - Citation of Chapter

Section 2 - Definitions

Section 3 - Knowledge and Notice; Definition

Section 4 - Interpretation and Construction

Section 5 - Application of Rules of Law and Equity

Section 6 - Partnership, Defined; Application to Prior Associations; Limited Partnerships

Section 7 - Rules for Determining Existence of Partnership

Section 8 - Partnership Property; Acquisition and Conveyance

Section 9 - Partner as Agent of Partnership; Authority

Section 10 - Conveyance to Title to Realty

Section 11 - Admissions and Representations

Section 12 - Notice to and Knowledge of Partner; Imputation to Partnership

Section 13 - Liability of Partnership for Wrongful Acts of Partners

Section 14 - Liability of Partnership for Partner's Misapplication of Money or Property

Section 15 - Joint and Several Liability of Partners

Section 16 - Misrepresentation of Self as Partner; Liability

Section 17 - Liability of New Partner for Partnership Obligations

Section 18 - Rights and Duties of Partners

Section 19 - Partnership Books; Right of Inspection

Section 20 - Disclosure of Information on Demand

Section 21 - Accounting of Partner to Partnership; Profits; Personal Representative of Deceased Partner

Section 22 - Partner's Right to Formal Accounting

Section 23 - Continuation of Partnership Beyond Time Fixed for Termination

Section 24 - Property Rights

Section 25 - Ownership of Specific Partnership Property; Tenancy in Partnership; Incidents of Tenancy

Section 26 - Interest in Partnership; Profits

Section 27 - Conveyance of Interest in Partnership; Rights of Assignee

Section 28 - Creditor's Remedy to Reach Partner's Interest in Partnership

Section 29 - Dissolution and Winding Up; Definition

Section 30 - Effect of Dissolution

Section 31 - Causes of Dissolution

Section 32 - Decree of Dissolution

Section 33 - Effect of Dissolution on Partner's Authority

Section 34 - Dissolution by Act, Death or Bankruptcy; Liability to Co-Partners

Section 35 - Authority and Liability After Dissolution

Section 36 - Discharge of Partner's Liability; Assumption of Partnership Obligations; Deceased Partner

Section 37 - Right to Wind Up Partnership Affairs

Section 38 - Rights of Partners Upon Dissolution

Section 39 - Rights of Partner Entitled to Rescind Partnership

Section 40 - Rules for Settling Accounts Between Partners

Section 41 - Creditors' Rights; Continuing Business of Dissolved Partnership

Section 42 - Rights of Retiring or Deceased Partner Against Person or Partnership Continuing Business

Section 43 - Right to an Account

Section 44 - Actions to Reach and Apply Corporate Shares and Interests

Section 45 - Registration as Limited Liability Partnership; Annual Report; Withdrawal; Revocation

Section 46 - Name of Registered Limited Liability Partnership

Section 47 - Recognition Outside Commonwealth

Section 48 - Recordable Instruments Binding on Partnership

Section 49 - Certificate of Good Standing