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particeps fraudis (pahr-ta-seps fraw-dis). [Latin "an accomplice in the fraud"] Roman law. One who participates in a fraud, esp. by helping to deceive a debtor s creditors. Also termed conscius fraudis.

participating bond See BOND (3).

participating bond A bond that entitles the holder to a share of corporate profits but does not have a fixed interest rate.

participating insurance See INSURANCE.

participating insurance A of insurance that allows a policyholder to dividends. This insurance is invariably issued by a mutual company.

participating policy See INSURANCE POLICY.

participating policy A policy that allows the holder a right to dividends or rebates from future premiums. This type of policy is issued by a mutual company.

participating preferred stock See STOCK.

participating preferred stock Preferred stock whose holder is entitled to receive stated dividends and to share with the common shareholders in any additional distributions of earnings.

participation 1. The act of taking part in something, such as a partnership, a crime, or a trial. 2. The right of an employee to receive part of a business profits; profit-sharing. See JOINT PARTICIPATION. participate, vb.

participation loan See LOAN.

participation mortgage See MORTGAGE.

participation stock Stock permitting the holder to participate in profits and surplus.

participation stock See STOCK.

particular average Average resulting from an accidental partial loss or damage . Any average that is not general is termed particular. The liability is borne solely by the person who suffered the loss. Also termed simple average; partial average; petty average. 4. Hist. A service, esp. one of carriage, due from a feudal tenant to a lord.o The average is mentioned in the Domesday Book, but the exact nature of the service is unclear. Based on etymological studies, some authorities believe the term referred to the performance of work with or by beasts of burden. But because the term's origin is unclear, this theory is not universally accepted.

particular average See AVERAGE.

particular average loss See LOSS.

particular custom See local custom under CUSTOM.

particular damages See special damages under DAMAGES.

particular damages See special damages.

particular estate An estate or interest less than a fee simple, such as a fee tail, a life estate, or a term for years. It is so called because the estate is a mere part (particula) of the fee Simple.

particular estate See ESTATE (1).

particular jurisprudence The scholarly study of the legal system within a particular jurisdiction, the focus being on the fundamental assumptions of that system only.

particular jurisprudence See JURISPRUDENCE.

particular legacy See LEGACY.

particular lien See LIEN.

particular malice See MALICE.

particular non est factum See special non est factum under NON EST FACTUM.

particular partnership See PARTNERSHIP.

particular partnership A partnership in which the members unite to share the benefits of a single transaction or enterprise.

particular power See special power.

particular power See special power under POWER (3).

particular recital See RECITAL.

particular recital A recital that states a fact definitely.

particular successor One who succeeds to rights and obligations that pertain only to the property conveyed.

particular successor See SUCCESSOR.

particular tenant See TENANT.

particular tenant A tenant of a limited estate taken out of a fee. See particular estate under ESTATE (1).

particular title See TITLE (2).

particulars of sale A document that describes the various features of a thing (such as a house) that is for sale.

particulars, bill of See BILL OF PARTICULARS.

partitio (pahr-tish-ee-oh), n. (Latin] Roman law. Division; partition.

partitio legata (pahr-tish-ee-oh la-gay-ta). [Latin] A directive from a testator to an heir to divide the inheritance and deliver a designated portion to a named legatee; a testamentary partition.

partition 1. Something that separates one part of a space from another. 2. The act of dividing; esp., the division of real property held jointly or in common by two or more persons into individually owned interests. Also termed partition in kind.

partition in kind See PARTITION (2).

partition of succession The division of an estate among an intestate s heirs. See La. Civ. Code art. 1293.

partner 1. One who shares or takes part with another, esp. in a venture with shared benefits and shared risks; an associate or colleague <partners in crime>. 2. One of two or more persons who jointly own and carryon a business for profit <the firm and its partners were sued for malpractice>. See PARTNERSHIP. 3. One of two persons who are married or who live together; a spouse or companion <my partner in life>.

partner by estoppel See nominal partner.

partner in commendam (in ka-men-dam). See limited partner.

partner s lien A partner right to have the partnership property applied in payment of the partnership debts and to have whatever is due the firm from fellow partners deducted from what would otherwise be payable to them for their shares.

partnership A voluntary association of two or more persons who jointly own and carryon a business for profit. Under the Uniform Partnership Act, a partnership is presumed to exist if the persons agree to share proportionally the business profits or losses. Cf. JOINT VENTURE; STRATEGIC ALLIANCE.

partnership agreement A contract defining the partners rights and duties toward one another not the partners relationship with third parties. Also termed articles ofpartnership.

partnership association A business organization that combines the features of a limited partnership and a close corporation. Partnership associations are statutorily authorized in only a few states. Also termed statutory partnership association; limited partnership association.

partnership at will See PARTNERSHIP.

partnership at will A partnership that any partner may dissolve at any time without thereby incurring liability. Cf. partnership for a term.

partnership by estoppel A partnership implied by law when one or more persons represent themselves as partners to a third party who relies on that representation. A person who is deemed a partner by estoppel becomes liable for any credit extended to the partnership by the third party. Also termed implied partnership.

partnership certificate A document that evidences the participation of the partners in a partnership. The certificate is often furnished to financial institutions when the partnership borrows money.

partnership distribution A partnership's payment of cash or property to a partner out ofearnings or as an advance against future earnings, or a payment of the partners' capital in partial or complete liquidation of the partner's interest.

partnership distribution See DISTRIBUTION.

partnership for a term A partnership that exists for a specified duration or until a specified event occurs. Such a partnership can be prematurely dissolved by any partner, but that partner may be held liable for breach of the partnership agreement. Cf. partnership at will.

partnership in commendam See limited partnership.

partnership insurance See INSURANCE.

partnership insurance 1. Life insurance on the life of a partner, purchased to ensure the remaining partners ability to buyout a deceased partners interest. Also termed partnership life insurance. 2. Health insurance for a partner, payable to the partnership to allow it to continue to operate while the partner is unable to work due to illness or injury. Also termed (in both senses) business-partner insurance.

partnership life insurance See partnership insurance (1) under INSURANCE

partperformance 1. The accomplishment of some but not all of one s contractual obligations. 2. A party s execution, in reliance on an opposing party s oral promise, of enough of an oral contract s requirements that a court may hold the statute of frauds not to apply. 3. PART-PERFORMANCE DOCTRINE.

part-performance doctrine The equitable principle by which a failure to comply with the statute of frauds is overcome by a party execution, in reliance on an opposing party oral promise, of a substantial portion of an oral contract requirements. Sometimes shortened to part performance. See part performance under PERFORMANCE. Part performance is not an accurate deSignation of such acts as taking possession and making improvements when the contract does not provide for such acts. but such acts regularly bring the doctrine into play. The doctrine is contrary to the words of the Statute of Frauds, but it was established by English courts of equity soon after the enactment of the Statute. Payment of purchase-money, without more, was once thought sufficient to justify specific enforcement, but a contrary view now prevails, since in such cases restitution is an adequate remedy. English decisions treated a transfer of possession of the land as sufficient, if unequivocally referable to the oral agreement, apparently on the ground that the promise to transfer had been executed by a common•law conveyance. Such decisions are not generally followed in the United States. Enforcement has instead been justified on the ground that repudiation after part performance amounts to a virtual fraud. A more accurate statement is that courts with equitable powers are vested by tradition with what in substance is a dispensing power based on the promisee reliance, a discretion to be exercised with caution in the light of all the circumstances. Restatement (Second) of Contracts § 129 cmt. a (1979).

part-sovereign state See SOVEREIGN STATE.

part-sovereign state See SOVEREIGN STATE.

part-sovereign state A political community in which part of the powers of external sovereignty are exercised by the home government, and part are vested in or controlled by some other political body or bodies. Such a state is not fully independent because by the conditions of its existence it is not allowed full freedom of action in external affairs.

party 1. One who takes part in a transaction <a party to the contract>. Note, that if an Indenture be made between two as Parties thereto in the Beginning, and in the Deed one of them grants or lets a Thing to another who is not named in the Beginning, he is not Party to the Deed, nor shall take any Thing thereby. John Rastell, Les Termes de la Ley471 (26th ed. 1721). A person who takes part in a legal transaction or proceeding is said to be a party to it. Thus, if an agreement, conveyance, lease, or the like, is entered into between A. and B., they are said to be parties to it: and the same expression is often, though not very correctly, applied to the persons named as the grantors or releasors in a deed polL 2 Stewart Rapalje &Robert L. Lawrence, A Dictionary of American and English Law 930 (1883).

party aggrieved See aggrieved party.

party cast The losing party in a lawsuit.

party in interest See real party in interest.

party of the first part The party named first in a contract; esp., the owner or seller.

party of the second part The party named second in a contract; esp., the buyer. 2. One by or against whom a lawsuit is brought <a party to the lawsuit>. For purposes of res judicata, a party to a lawsuit is a person who has been named as a party and has a right to control the lawsuit either personally, or, if not fully competent, through someone appointed to protect the person interests.

party opponent An adversary in a legal proceeding. Sometimes written party-opponent.

party to be charged A defendant in an action to enforce a contract falling within the statute of frauds.

party wall See WALL.

party-column ballot See BALLOT (4).

party-column ballot A ballot that lists the candidates' names in separate columns by political party regard-less of the offices sought by the candidates.

parum cavisse videtur (par-am ka-vis-ee vi-dee-tar). [Latin]. He seems to have taken too little care; he seems to have been incautious. This expression was used by a judge when pronouncing a death sentence.

par-value stock See STOCK.

par-value stock Stock originally issued for a fixed value derived by dividing the total value of capital stock by the number of shares to be issued. The par value does not bear a necessary relation to the actual stock value because surplus plays a role in the valuation.

parvis (pahr-vis). [fr. Old Fr. pareis "paradise,fr. Late Latin paradsus "garden"] An academic exercise, such as a moot court. Also spelled pervise; parvise.

pass 1. To pronounce or render an opinion, ruling, sentence, or judgment <the court refused to pass on the constitutional issue, deciding the case instead on procedural grounds>. 2. To transfer or be transferred <the woman will passes title to the house to her nephew, much to her husband surprise>. 3. To enact (a legislative bill or resolution); to adopt <Congress has debated whether to pass a balanced-budget amendment to the Constitution>. See ADOPTION (5). 4. To approve or certify (something) as meeting specified requirements <the mechanic informed her that the car had passed inspection>. 5. To publish, transfer, or circulate (a thing, often a forgery) <he was found guilty of passing counterfeit bills>. 6. To forgo or proceed beyond <the case was passed on the court trial docket because the judge was presiding over a criminal trial>. 7. ABSTAIN (1).

pass the witness See TAKE THE WITNESS.

passage 1. ADOPTION (5); esp., the passing of a legislative measure into law. 2. A right, privilege, or permission to cross land or water; an easement to travel through another property 3. The process of traveling, esp. in transit <safe passage>. 4. The act of coming and going <right of passage>.

pass-along adj. See PASS-THROUGH.

passbook A depositor book in which a bank records all the transactions on an account. Also termed bankbook.

passed dividend A dividend that is not paid when due by a company that has a history of paying regular dividends.

passed dividend See DIVIDEND.

passim (pas-im), adv. [Latin]. Here and there; throughout (the cited work). In modern legal writing, the citation signal see generally is preferred to passim as a general reference, although paSSim can be useful in a brief index of authorities to show that a given authority is cited throughout the brief.

passing off Intellectual property. The act or an instance of falsely representing one own product as that of another in an attempt to deceive potential buyers. Passing off is actionable in tort under the law of unfair competition. It may also be actionable as trademark infringement. Also termed palming off; misrepresentation ofsource. Cf. MISAPPROPRIATION.

passing on See pass-on defense under DEFENSE (1).

passive adj. Not involVing active participation; esp., of or relating to a business enterprise in which an investor does not have immediate control over the activity that produces income.

passive activity A business activity in which the taxpayer does not materially participate and therefore does not have immediate control over the income. A typical example is the ownership and rental of real property by someone not in the real-property business.

passive adoption-registry statute See ADOPTION-REGISTRY STATUTE.

passive adoption-registry statute A registry statute allowing parties to register their desires for release of adoption information after an adopted child reaches a specified age.

passive bond See BOND (3).

passive bond A bond bearing no interest. See passive debt under DEBT.