a) X, Y, and Z, as creditors, have the right to recover their debts from either Risma and/or Neale, as long as the debts were incurred in good faith and for proper business purposes. However, in this case, Neale has entered into transactions that are in violation of the partnership agreement, which expressly forbids him from doing so. As a result, X, Y, and Z may have difficulty enforcing their rights against Risma and Neale. If X, Y, and Z can prove that they had no knowledge of the restrictions in the partnership agreement, they may still be able to recover their debts. However, if Risma can prove that Neale’s actions were in violation of the partnership agreement, she may be able to challenge the enforceability of the debts and the creditors’ rights against the partnership.
b) If X, Y, and Z had notice of the restrictions, the situation would be different. If X, Y, and Z were aware of the restrictions in the partnership agreement, they would have known that Neale was not authorized to enter into these transactions on behalf of the partnership. As a result, X, Y, and Z may not have a valid claim against Neale for the debts owed, and any attempt to enforce their rights may be unsuccessful.
