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Jamie-Law, Solicitor
Category: Law
Satisfied Customers: 6408
Experience:  Solicitor
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I am in a partnership (NOT LLP) with my brother for running

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I am in a partnership (NOT LLP) with my brother for running a buy-to-let property that we jointly own. We have a partnership agreement that was drawn up by a firm of solicitors. In the agreement there is this indemnity clause:15.1 A partner who is in material breach of any of the provisions of this agreement shall indemnify and keep indemnified the other Partner, his estate and successors from and against all losses, liabilities, expenses and payments resulting from that breach, without prejudice to any other right or remedy of the other Partner howsoever arising.Can I clarify what the position is with liability? Am I affected by his activities outside of our partnership? I am not 100% sure about what i am indemnified against or not.MAny thanks

Hello my name is ***** ***** I will help you with this.

Just to be clear you want to know if you are responsible for HIS debts outside the partnership?

Customer: replied 1 year ago.
Hi Correct.

Ok - then the answer is no. You can only be liable for debts incurred IN the partnership.

Outside the partnership is nothing to do with you.

You would have to be party to any outside contract, you would not be. Therefore you would not be liable for debts outside the partnership

Can I clarify anything for you about this today please?

Customer: replied 1 year ago.
Thanks Jamie, and what about his debts from activities to do with the partnership? what am I indemnified against?

You would be indemnified against all losses resulting from that material breach, so everything

Does that clarify?

Customer: replied 1 year ago.
i think so- thanks. Basiclaly im protected from anything he does.

Yes, if it is material breach of the agreement.

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