I recently wrote about Magistrate Judge Jacqueline Scott Corley's ruling in t'Bear v. Forman, 2019 U.S. Dist. LEXIS 19460. In that post, I focused on the question of the enforcement of loans made by an unlicensed lender. The case also involved a claim that the defendant owed a fiduciary duty based on the formation of a partnership under California law.
In denying the defendant's motion for summary judgment on the question of whether the parties had formed a partnership, Judge Corley focused on the emails exchanged by the parties that explicitly referenced their partnership. For example, one email from the defendant sent an email to the plaintiff stating: "Last March, you asked that I level with you regarding our partnership in FairWay. . . . Consequently, Caleb, I am no longer able to proceed as your partner."
The moral of the story is if you don't want to be partners, don't refer to yourselves as partners.