1. Distinguish dissolution from liquidation and termination.

2. How is a partnership dissolved?

3. X,Y and Z formed a partnership. After two years, partner X withdraw from the partnership. Answer the following questions below:

a) Is the partnership dissolve? Briefly explain.

b) Suppose B and C entered into subsequent transactions without their knowledge of the withdrawal of partner A, what is the effect of the transactions to the partnership?

c) What if B has knowledge about the withdrawal of A, and A transacted with X who has no knowledge about the withdrawal of A. What is the legal effect of the transactions to the partnership? Can X enforce this against the partnership? Why or why not?

6. Differentiate limited partnership from general partnership in three (3) aspects;

7. What are the three (3) similar rights of a limited partner and a general partner?

8. In the limited partnership of W, X, Y and Z, Y and Z are the limited partners. Subsequently, the partnership returned the contribution of Z in the amount of P100,000.00 in compliance with the partnership agreement in the certificate of limited partnership. Assuming that A became the creditor of the partnership prior to the receipt of Z of his returned contribution, is Z liable to the claim of A?

9. X, a limited partner, assigned his interest to Y. What should X and Y do in order to effect X's personality as assignee in a limited partnership?