The firm name is a part of the good-will ; Hegeman & Co. v. Hegeman, 8 Daly (N. Y.) 1; upon dissolution, it passes as such to one who buys the business and continues it ; Adams v. Adams, 7 Abb. N. C. (N. Y.) 292; L. R. 10 Ch. Div. 436; subject only to the liability to be enjoined in the absence of a special agree ment if be make such use of it as to cause injury to the purchaser of the business ; L. R. 45 Ch. D. 577; in whose hands it was held taxable capital employed in the state, al though the then owner was a corporation of another state, in *which it had never done any business ; People v. Roberts, 159 N. Y. 70, 53 N. E. 685, 45 L. R. A. 126 ; but if one partner transfers his interest with the 'un derstanding that bis co-partners are to suc ceed to the business, he cannot use the firm name in a similar business in the vicinity ; Brass & I. W. Co. v. Payne, 50 Ohio St. 115, 33 N. E. 88, 19 L. R. A. 82. Otherwise, on dissolution and a division of firm assets, each partner may use the firm name in a similar business; 34 Beay. 566 ; Lathrop V.
Lathrop, 47 How. Pr. (N. Y.) 532 (but see Blumenthal v. Strauss, 53 Hun 501, 6 N. Y. Supp. 393) ; see Morgan v. Schuyler, 79 N. Y. 490, 35 Am. Rep. 543 ; but he must not do it in such a way as to mislead the public ; L. R. 9 Ch, Div. 196 ; McGowan Bros. P. & M. Co. v. McGowan, 22 Ohio St. 370. The name of a withdrawing partner cannot be used by the remaining partners without an agreement ; L. R. 43 Ch. Div. 208; nor can a partner who buys the firm stock in trade, but not the good-will, keep the name of the retiring partner in the firm name ; 26 L. J.
N. S. 391. There are statutes which partial ly govern the subject in New York and Mas sachusetts. See Vonderbank v. Schmidt, 44 La. Ann. 264, 10 South. 616, 15 L. R. A. 462, 32 Am. St. Rep. 336 ; Goon-Wxm.
A ship, as well as any other chattel, may be held in strict partnership ; 3 Kent 154 ; Lamb v, Durant, 12 Mass. 54, 7 Am. Dec. 31. But ships are generally owned by parties as tenants in common; and they are not in con sequence of such ownership to be considered as partners ; Harding v. Foxcroft, 6 Greenl. (Me.) 77; French v. Price, 24 Pick. (Mass.) 19 ; Buddington v. Stewart, 14 Conn. 404; Hopkins v. Forsyth, 14 Pa. 34, 38, 53 Am. Dec. 513 ; Williams v. Lawrence, 47 N. Y. 462. The same is true of any other species of property in which the parties have only a community of interest ; 8 Exch. 825 ; 21 Beay. 536. As against an assignment of partnership property for the benefit of cred itors, property in the possession of and used by the firm, cannot be claimed to have been the individual property of a member of the firm, by one to whom such member subse quently assigned it ; Sherman v. Jenkins, 70 Hun 593, 24 N. Y. Supp. 186.
Partners hold land by a peculiar title. In one respect it most resembles an ancient joint tenancy. Neither partner can convey title to a moiety of the goods ; his assignee takes subject to the right of the other partner to have firm debts paid out of that fund ; he therefore can assign only a moiety of what is left after firm debts paid. Upon this prin
ciple depends also the special right of sur vivorship for the purposes of liquidation. With these qualifications the partner's title at law differs but slightly from a tenancy in common ; Story, Part. § 90, 97 ; Commer cial Bank v. Wilkins, 9 Greenl. (Me.) 28; Rodriguez v. Hefferman,• 5 Johns. Ch. (N. Y.) 417. They hold the land in common and must grant it as other tenants in common ; Dillon v. Brown, 11 Gray (Mass.) 179, 71 Am. Dec. 700. The legal title to the land, with all the characteristics of realty, es to it until applied to partnership purpos es; Espy v. Comer, 76 Ala. 501; equity interferes for partnership purposes only ; Wilcox v. Wilcox, 13 Allen (Mass.) 252. Co partners may withdraw realty from the part nership for the purpose of holding it in severalty ; and in this event they become sim ply co-tenants in such land ; Lindley v. Da vis, 7 Mont. 206, 14 Pac. 717.
A partner has the same title to the sta tionary capital of the firm that he has to its product in his hands for sale, but his power over it is less extensive. He cannot sell the Permanent capital stock. The power of a partner to sell results not from the title, but from the general partnership relation ; Sloan v. Moore, 37 Pa. 217.
It has been held that in order to make the land really firm assets the title should be in the partners as a firm, otherwise, the part ners would be mere tenants in common, and the land, as to purchasers and creditors, would be the individual estate of the part ners, regardless of the funds by which it was purchased and the uses to which it was put ; Foster v. Barnes, 81 Pa. 377; but as to the partners and their representatives, the land would belong to the firm, in such case; How ard v. Priest, 5 Mete. (Mass.) 582 ; Appeal of Black, 89 Pa. 203 (even if the title is in one partner's name ; Dawson v. Parsons, 10 Misc. 428, 31 N. Y. Supp. 78 ; Teschemacher v. Lenz, 82 Hun 594; 31 N. Y. Supp. 543). The rule is applied to cases of equitable, as well as legal, estates; Appeal of Ebbert, 70 Pa. 79. In other cases it has been held that where land has been bought with firm money and is used for firm purposes, or been dedi cated to' the firm, it must be regarded as partnership property without considering the record title; Fairchild v. Fairchild, 64 N. Y. 479 ; Price v. Hicks, 14 Fla. 565; Dupuy v. Leavenworth, 17 Cal. 262. It has been thought necessary to resort to an equitable conversion of firm land into personalty in order to subject it to the rules governing partnership property ; Appeal of Foster, 74 Pa. 391, 15 Am. Rep. 553 ; Riddle v. White hill, 135 U. S. 621, 10 Sup. Ct. 924, 34 L. Ed. 282. But this fiction seems unnecessary. See Lang's Heirs v. Waring, 25 Ala..625, 60 Am. Dec. 533 ; Campbell v. Campbell," 30 N. J. Eq. 415; Buckley v. Buckley, 11 Barb. (N. Y.) 43.