Please answer the following question

James come to you and tells you that he and Cindy currently work for a large engineering firm but that the two of them want to go on their own and form a partnership. James tells you that Cindy is a good engineer but James notices that sometimes Cindy overbills clients and she can be a bit sloppy with her work. Advise James as to the principles and rules of partnership and any options he might want to consider to protect his exposure to liability