TNT partnership was formed for the business of selling fireworks. Theo, a member of TNT decided to leave the partnership and notified the other members. When one partner wanted out, the partnership had to dissolve. Theo and the other partners of TNT parted on friendly terms. They posted a notice in the local newspaper about the dissolution.

Christy had been a customer working with Theo for a number of years. She did not see the notice of the dissolution. Theo it turns out had decided to go into business on his own and approached Christy (his former customer) for a sale. Christy did place an order for fireworks, and gave Theo a pretty big down payment. She received a receipt from Theo on TNT stationery. Theo left town with the down payment and went to Mexico. Christy sued TNT and the other partners to receive her money back.

Who wins and why ?