Appellant partnership and its partners sought review of a judgment from the Superior Court of Los Angeles County (California), challenging the trial court’s ordering of specific performance of an agreement for the purchase and sale of real property to appellee buyer.
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Appellant partner signed an agreement with appellee buyer for the sale of real property owned by appellant partnership. In a subsequent declaratory judgment action to prevent the sale, appellee filed a cross-complaint for specific performance against appellants. The trial court trial entered a judgment for specific performance in favor of appellee, finding that appellant partner had apparent or ostensible authority under Cal. Corp. Code § 15009(1) and, thus, appellant partnership was estopped to deny his authority to sell the property. On appeal, the court affirmed the decision based on its conclusion that the evidence was sufficient to support the trial court’s findings with respect to appellant partner’s agency and the findings and conclusions of law supported the trial court’s determination that specific performance was appropriate. The court explained that under § 15009(1) all acts of a partner that were apparently within the usual course of a particular business were binding upon a partnership. Thus, the agreement executed by appellant partner alone to sell the property was binding because appellant partnership was in the business of buying and selling real estate.
The court affirmed the judgment for specific performance in favor of appellee buyer, holding that the signature of appellant partner alone was sufficient to bind appellant partnership to the terms of a purchase and sale agreement because appellant partner had apparent authority for carrying on in the usual way appellant partnership’s business of buying and selling real estate.