This section contains the nature of the case and procedural background.

Lawlis (P) worked for and eventually became a senior partner in Kightlinger & Gray (D). However, he eventually succumbed to the love of the bottle, and things began to unravel. D accommodated P in his trials and tribulations, and eventually P returned to a sober state. While his personal problems were ongoing P's partnership units were reduced from 90 to 60. Believing his problem was over, P applied to the partnership committee for restoration of his previous status and his unit participation in the partnership be increased from 60 to 90. However, D informed P that it was terminating the relationship and P was assigned one unit of participation for the first six months of 1987. P refused to sign that addendum and retained a lawyer to represent his interests. P was expelled by a vote of seven to one. Involuntary expulsion required a 2/3rds vote. P sued for breach of contract. Summary judgment was entered for D and P appealed.

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