(k) Peacock v. Peacock, 16 Ves. 56; Crawshay v. Maule, 1 Swanst. 495. See Pearpoint v. Graham, 4 Wash. C. C. 234, where Washington, J., distinctly affirms the rule indicated by the English authorities.

(l) Marquand v. N. Y. Man. Co. 17 Johns. 525. In this case, the assignment soluble at pleasure, equity will decree specific performance of them if this be necessary to give the plaintiff his rights. (ll) And when it decrees a dissolution it may determine at what day the partnership shall be considered as at an end. (Im)

1 " A partnership for an indefinite period is in law a partnership at the will of the partners, and either partner may withdraw when he pleases, and dissolve the partnership, if he acts without any fraudulent purpose." Morton, J., in Fletcher v. Reed, 131 Mass. 312; Major v. Todd, 84 Mich. 85, 96. Although one partner paid a bonus for a good-will established by the other, McElvey v. Lewis, 76 N. Y. 373; Sistare v. dishing, 4 Hun, 503; Carlton v. Cummins, 51 Ind. 478. But a partner cannot treat the partnership as at an end because of his partner's dishonesty or bad character, and absorb all the joint benefits and property, when he knew of such characteristics at the formation of the partnership. Amble v. Whipple, 20 Wall. 546; see McMahon v. McCler-nan, 10 W. Va. 419. And a partnership, though its period is not expressed, may not be a partnership at will, if it appears from the purpose of the enterprise that the partners had a contrary intention. Pearce v. Ham, 113 U. S. 585, 593; Morris v. Peckham, 51 Conn. 128; Walker v. Whipple, 58 Mich. 476.

* It has been questioned whether a court would infer an agreement for a continuance of the partnership for a definite period, from circumstances; as the taking of a lease of an estate to be used as partnership property, or the like. But it may well be doubted, whether such an inference would be drawn merely from circumstances, unless they made the agreement quite certain. (m)

A court of equity would always decree a dissolution at the prayer of one or more copartners, if it were shown that the other partner or partners were guilty of fraud, or gross misconduct in the affairs of the partnership; or it may restrain a partner from injurious action. (n) But it will not interfere for slight causes; and perhaps for nothing less than unquestionable fraud, or an amotion of the complaining partner from his share in the business, or such conduct as renders the carrying on of the business of the firm substantially impossible. (o) by one partner of all his interest in the partnership was held to dissolve it, although by the articles it was to continue till two partners should demand its dissolution. In Skinner v. Dayton, 19 Johns. 538, it was held that the partnership is dissoluble at the pleasure of any partner, although he has entered into a covenant for its continuance for seven years, - the only consequence being that he thereby subjects himself to a claim for damages for a breach of his covenant. See Mason v. Connell, 1 Whart. .388; Whitton v. Smith, 1 Freem. Ch. (Miss.) 231; Beaver V.Lewis, 14 Ark. 138; Solomon v. Kirk-Wood, 55 Mich. 256; Cole v. Moxley, 12 W. Va. 730. In Bishop v. Breckles, 1 Hoffm. Ch. 534, the question was considered doubtful, but the rule of the civil law deemed more reasonable, and the refusal of one partner to proceed properly in the business of the partnership, was held sufficient cause for a decree of dissolution. Per Vice-Chancellor: " The law of the court, then, requires something more than the mere will of one party to justify a dissolution. But it seems to me that but little should be demanded. The principle of the civil law is the most wise. Why should this court compel the continuance of a union when dissension has marred all prospects of the advantages contemplated by its formation? My refusing to dissolve it, the power of binding each other, and of dealing with the partnership property, remains, when all confidence and all combination of effort is at an end. The object of the contract is defeated."

(ll) Whitworth v. Harris. 40 Miss. 483.

(lm) Dumont v. Ruepprecht, 38 Ala. 175.

(m) Crawshav v. Maule, 1 Swanst. 495, 508, 521. Lord Eldon: "Without doubt, in the absence of an express, there may be an implied contract, as to the duration of a partnership. But I must contradict all authority, if I say, that wherever there is a partnership, the purchase of a leasehold interest of longer or shorter duration is a circumstance from which it is to be inferred that the partnership shall continue as long as the lease. On that argument, the court holding that a lease of seven years is proof of partnership for seven years, and a lease of fourteen of a partnership for fourteen years, must hold that if the partners purchase a fee-simple, there shall be a partnership for ever." See Marshall v. Marshall, cited 2 Bell, Com. 641, n. 3, and 643, n. I.

(n) Kemble v. Kean, 0 Sim. 333; Mealier v. Cox, 37 Ala. 201.

(o) Blakeney v. Dufaur, 15 E. L. & E. 76; s. c. 15 Beav. 40: Blake v. Dorgan, 1 Greene (Ia.), 537; Terrell v. Goddard, 18 Ga. 664; Renton v. Chaplain, 1 Stock. 62.

If the bill seeks to correct in some way the proceedings of a firm, but not to dissolve it, it is not usual to appoint a receiver, * although this might be done. But if the prayer is to dissolve the partnership, it is usual to appoint a receiver. (p)

Any assignment of a copartner's interest in the partnership funds operates, ipso facto, a dissolution; this would certainly be true of the assignment of the whole of a copartner's interest, and perhaps of the assignment of any portion of his interest which required a closing of the partnership business and accounts to determine the value of the portion assigned; and although the assignment was made only to give a collateral security. (q) And an assignment by one partner of his share of the future profits to another partner is a dissolution of the * partner- ship, because the essence of that is a participation of the profits. (r)