Me'. 211.

(qq) Truitt v. Baird, 12 Kan 420; Morgan v. Nunes, 54 Miss. 308; Currier v, Webster, 45 N. H. 226: Currier v.

Rowe, 46 N. H. 72.

(qr) Chamberlain v. Walker, 10 Allen, 429.

(7s) Haller v. Williamowitz, 23 Ark. 566.

balance all * their accounts, or a distinct part thereof is entirely severed by them from the rest, a suit at law is maintainable for the balance. (r)

If one of a partnership who are plaintiffs be also one of a partnership who are defendants, the action cannot be maintained; for the same party cannot be plaintiff and defendant of record, in the same action. (s) The rule may be different in those States where by statute a copartnership may be sued by their firm name, and a garnishee may be proceeded against in the same way. (ss)

One partner cannot without express agreement charge the firm for the extra value or amount of his services. (st)

Partners are bound, each to all the others, to act with entire good faith, and apply themselves with due diligence to the business of the concern, and in general to do nothing for their own advantage which shall sacrifice the interests of the partnership. (t)1 And an action in equity, or in some cases, at law, is maintainable by the injured partners for any loss sustained by a breach of this obligation. (u)

(r) Clark v. Dibble, 16 Wend. 601; Gibson v. Moore, 6 N. H. 547; McColl v. Oliver, 1 Stew. (Ala.) 510; Fanning v. Chadwick, 3 Pick. 420; Gulick v. Gulick, 2 Green (N. J.), 578; French v. Styring, 2 C. B. (n. S.) 357. And see note (p) supra.

(s) Portland Bank v. Hyde, 2 Fairf. 196; Tindal v. Bright, Minor (Ala.), 103; Mainwaring v. Newman, 2 B. & P. 120; Neale v. Turton, 4 Bing. 149; Teague v. Hubbard, 8 B, & C. 345; Bosanquet v. Wray, 6 Taunt. 597; Blaisdell v. Pray, 68 Me. 269; Calhoun v. Albin, 48 Mo. 304; Beacannon v. Liebe, 11 Ore. 443. - But see Rose v. Poulton, 2 B. & Ad. 822; Kingsland v. Braisted, 2 Lansing, 17; Douglas v. Neil, 37 Tex. 528.- And where one who is a member of two firms makes a note in the name of one of the firms, payable to a member of the other firm, the payee may sue and recover upon such note. Moore v. Gano, 12 Ohio, 300. See Baring v. Lyman, 1 Story, 396; Herriott v. Kersey, 69 Ia. 111; Banks v. Mitchell, 8 Yerg. 111. See post, p. *253.

(ss) United States Express Co. v. Bed-bury, 34 Ill. 459.

(st) Bennett v. Russell, 34 Miss. 524; Haller v. Williamowitz, 23 Ark. 566; Boardman v. Close, 44 Ia. 428; Codding-ton v. Idell, 2 Stewart, 204; Forrer v. Forrer, 29 Gratt. 134; Mills v. Fellows, 30 La. An. 824; Heath v. Waters, 40 Mich. 457; Lee v. Davis, 70 Ind. 464.

(t) Long v. Majestre, 1 Johns. Ch. 305; Stoughton v. Lynch, id. 470; Faw-cett v. Whitehouse, 1 Rus. & M. 132. See Lefever v. Underwood, 41 Penn. St. 505, as to duty of partner to keep partnership funds unmixed with his own, and within the reach of all the partners.

(u) Maddeford v. Austwick, 1 Sim. 89; Terry v. Carter, 25 Miss. 168.

1 Thus a partner cannot secretly stipulate for his private advantage. Dunne v. English, L. R. 18 Eq. 524; Densmore Oil Co. v. Densmore, 64 Penn. St. 43; McMahon v. McClernan, 10 W. Va. 419. - And a partner secretly renewing a firm lease in his own name holds it as a trustee for the firm, Mitchell v. Reed, 61 N. Y. 123; as well as real estate and life insurance policies bought with firm funds, Shaler v. Trowbridge, 1 Stewart, 595. And so if one partner acquires an outstanding title or encumbrance on firm property without the consent of his partners, the firm is entitled to the benefit. Kinsman v Parkhurst, 18 How. 289, Gillett v. Gaffney, 3 Col. 351.

Section VII. Of The Sharing Of Losses

Though partnerships are usually formed by a participation of both profits and losses, it may be agreed that a partner shall have his share of the profits and not be liable for losses, and this agreement is valid as between the parties. And this agreement will be equally efficacious whether stated in articles, or proved by circumstances or otherwise. For the partners inter se may make what bargain they will. But no such agreement will prevent such partner from being liable for the debts of the partnership, unless the creditor knew of this bargain between the partners, and with this knowledge gave the credit to the other partners only. (v)