Two people entered into a business venture and determined that the revenues from its activity will be equally share, but no agreement was executed. One of the parties chose to retire from the venture but contended to be owed his share of future revenues.
The Court held that the date for determining the settlement between the parties is the date of retirement from the joint venture. The lack of execution of an agreement may indicate a lack of intent to create a long-term relationship. This fact may have implications on the review of the relationship between the parties and the manner in which it is terminated. Here, the real-time behavior of the parties indicates that they both wished to examine the joint venture before anchoring it in a binding agreement, with one of the parties retiring from the venture after a few months and exploring other business opportunities in parallel to the venture. Thus, the retiring party is entitled to revenues only in respect of transactions conceived while he was part of the venture.