Raquel owned and operated a dry-cleaning business as a sole proprietorship that she opened up with capital gifted to her from her parents. There were a couple of other dry cleaners in her town, but none offered same-day service. So do differentiate and increase her sales, Raquel decided to offer not only same-day service, but also same-day delivery service to local customers.

After researching the cost to hire an employee, Raquel decided

to instead use a driver as an independent contractor to make her dry-cleaning

deliveries on an "as needed" basis. Raquel did not personally know anyone who

could do this work, so she searched the freelancers' website "Fiverr" and found

several drivers who make deliveries on a per-job-basis.

The driver profiles on Fiverr included their hourly and per-job

rates, and also customer reviews. One particular driver on the list, named

Alex, caught Raquel's eye. Alex's rates were the lowest among all other

drivers, and about 80% percent of his customer reviews were a perfect 5 on a

scale of 1 (low) to 5 (high). However, the other 20% rated him 2 or 1, citing

incidents of bad driving, rude behavior, and treating customers' property

roughly. Furthermore, the website also reports that Alex was sued two times for

negligent driving.

Nevertheless, Raquel hired Alex because of his economical rate

and because he had his own delivery truck. When she hired Alex, Raquel told him

that when making deliveries for the dry-cleaning operation, he is to place

self-sticking magnetic signs advertising the dry cleaners on both sides of his

delivery truck. Alex agreed, but because the pair of signs cost about

$200-$300, he told Raquel that she would have to purchase them for him. Raquel

responded that she was too busy, and that she would pay him for his extra time

to purchase them but told him not to spend more than $300 for the pair.

Raquel then gave Alex one of her business cards - which had the

store's name on it - for the purpose of identifying Alex as acting for the store.

On the back of the card, Raquel wrote, "This is my agent to purchase signs for

my store." Alex then went to a local sign maker's shop, showed them the

business card that Raquel gave him, and purchased a pair of custom-made signs

for $600 on credit. As custom-made signs, they were not permitted to return or

refund them. When the completed signs were delivered to Raquel , she became

furious. She refused possession of the signs and also refused to pay the sign

shop because the total cost exceeded her authorization by $300. Alex then made

two smaller signs with the dry-cleaners' name on them and, with Raquel 's

approval, put them on his truck when making deliveries.

For the next three months, business went very well - so well

that Raquel decided she needed help with the business. She asked her friend

Joanne, who had a lot of experience working as a dry-cleaner and a tailor, to

join her as a partner. Joanne agreed to do it, provided she would not have to

pay anything into the partnership and that she was paid $500 per week salary as

an advance to be drawn against her future profit distribution. They both agreed

to this, with the further understanding that Joanne would be a limited partner

and that they would split the profits equally. They wrote up a partnership

agreement accordingly.

Business continued to grow steadily, and it became necessary for

Joanne and Raquel to split duties -Joanne tending to the front-end operations

and be the tailor for the store, while Raquel managed the back-end finances and

marketing. They agreed to discuss the operations of the store regularly, but at

least weekly, to stay on top of all potential issues. Joanne even convinced

Raquel to expand into commercial dry-cleaning with delivery for local churches

and private schools, and this grew the business even more.

Particularly, this added delivery service to private schools was

a hit; so popular that Alex ended up working full-time on just doing the

dry-cleaning deliveries. Although he still thought of himself as a freelancer,

Alex''s work was exclusively for the dry-cleaner by this time.

One day, Joanne called a customer and told him, "My driver is on

his way to make a delivery to you in a truck with the store's name on its

side." The customer kept watch at his window, and when he saw the truck with

the store's signs on it, he went out to the driveway through his garage. As he

started to walk toward the truck, Alex negligently hit the accelerator pedal,

causing the truck to hit the customer, who sustained substantial injuries.

This incident so thoroughly rattled Joanne that she wanted out

of the partnership.

Assume that there was an enforceable contract to buy the signs

from the sign shop, and that the driver's negligence proximately caused the

customer's injuries.

QUESTION:

1.Assume there is/was a valid partnership, and Joanne argues that she should not be liable for any of Alex's negligence because Raquel. hired Alex before Joanne joined the partnership. Would Joanne's argument be successful? What counterarguments could Raquel raise?