NATIONAL BISCUIT COMPANY v. STROUD 249 N.C. 467, 106 S.E.2d 692 FACTS: Parties: Plaintiff: Nabisco Defendant: Stroud Procedural History: Relevant Facts: Stroud and Freeman entered into a general partnership to sell groceries under the firm name of Stroud’s Food Center There is nothing to indicate that Freeman’s power and authority were restricted by the partnership agreement in respect to ordinary and legitimate business of the partnership Several months prior to 2/56 Stroud advised Nabisco that he would not be responsible for any additional bread sold to his store At the request of Freeman Nabisco sold $171.04 worth of bread to store ISSUE: Whether one partner could restrict the authority of the another partner in ordinary business matters PARTIES’ ARGUMENTS: Plaintiff: Defendant: DISPOSITION OF THE COURT: Affirmed RULE OF LAW: A and B are general partners to do some given business; the partnership is, by operation of law, a power to each to bind the partnership in any manner legitimate to the business Every partner is an agent of the partnership for the purpose of its business, and the act of every partner including the execution in the partnership name of any instrument, for apparently carrying on in the usual way the business of the partnership of which he is a member binds the partnership, unless the partner so acting has in fact no authority to act for the partnership in the particular matter, and the person with whom he is dealing has knowledge of the fact that he has no such authority All partners are jointly and severally liable for the acts and obligations of the partnership HOLDING: A partner cannot restrict the authority of another partner in terms of ordinary business matters COURT’S REASONING: Freeman, as a general partner with no restrictions, has equal rights in the management and conduct of the partnership business Stroud could not restrict the authority of Freeman that was an ordinary matter connected with the partnership business By the dissolution agreement Stroud bound himself to discharge all the partnership’s debt