on the ma ers managed by the other partners, in which case, the other partners shall suspend the
management of such ma er.
Ar cle 971 A partner may not request remunera on for management of the partnership business, unless
otherwise agreed in the partnership contract.
Ar cle 972 The sharing of the pro ts and alloca on of losses of a partnership shall be in accordance with the
partnership contract; where there is no such an agreement in the partnership contract or the agreement is
unclear, the partners shall make a decision through consulta on. Where such consulta on fails, the partners
shall share the pro ts and assume the losses in propor on to their paid-in capital, or share the pro ts and
assume the losses in equal share if the propor ons of their paid-in capital cannot be determined.
Ar cle 973 The partners shall bear joint and several liabili es for the partnership obliga ons. A partner who
has performed the partnership obliga ons in excess of his share has the right to indemni ca on against the
other partners.
Ar cle 974 Unless otherwise agreed in the partnership contract, a partner who transfers all or part of his
share of property to a person other than a partner shall obtain unanimous consent of the other partners.
Ar cle 975 A creditor of a partner shall not subrogate and exercise any right of the partner provided in this
Chapter and the partnership contract, except that a creditor may subrogate and exercise the partner’s claim
against the partnership for distribu on of the bene ts.
Ar cle 976 Where there is no agreement between or among the partners on the term of the partnership, or
the agreement is unclear, if the term cannot be determined according to the provisions of Ar cle 510 of this
Code, the partnership shall be deemed as a partnership with an inde nite term.
If a partner con nues to manage the partnership business upon expira on of the term of the partnership,
and the other partners fail to raise any objec on, the original partnership contract shall con nue to be valid,
but with an inde nite term.
A partner may dissolve a partnership contract with an inde nite term at any me, but the other partners
shall be no ed within a reasonable period of me in advance.
Ar cle 977 Where a partner dies, loses capacity for performing civil juris c acts, or is terminated, the
partnership contract is terminated, unless otherwise provided in the partnership contract, or it is
inappropriate to terminate the contract due to the nature of the partnership a airs.
Ar cle 978 Upon termina on of a partnership contract, a er paying the expenses for termina on and
discharging the partnership debts, the residual assets of the partnership property, if any, shall be distributed
in accordance with the provisions of Ar cle 972 of this Code.
Part Three Quasi-contracts
Chapter XXVIII Nego orum Ges o
Ar cle 979 Where a person who has neither a statutory nor a contractual obliga on acts as a custodian to
manage another person’s a air in order to prevent the la er from su ering a loss of interests, the said
person may request the bene ciary to reimburse the necessary expenses incurred therefrom. Where such a
custodian su ers losses when managing another person’s a airs, the custodian may request the bene ciary
to make appropriate compensa on.
Where the management of another person’s a airs is contrary to the true will of the bene ciary, the
custodian does not have the right provided in the preceding paragraph, unless the true will of the bene ciary
is in viola on of law or against the public order or good morals.
fi
fi
fi
ti
ti
ti
ti
fi
fi
ti
ti
ti
ff
ti
ti
ti
fi
ff
ti
fi
ff
ti
ft
tt
ti
fi
ti
ti
ti
ti
ff
ti
ti
ti
ti
fi
ti
ti
fi
ff
ti
tt
ti
fi
fi
ti
fi
ff
ti
tt
ti
ti
ti
ti
ti
ti
ti
ti
ti
ti
105
Sélectionner le paragraphe cible3
Se connecter à un paragraphe
Connect to an entity
Disable highlights
Ajouter à la table des matières