The members of a partnership are exposed to unlimited liability for the acts of the organization as a whole. This means that if the business as a whole becomes indebted and insolvent, the partners' assets might be exposed to cover the debts.
Absent an agreement to the contrary, the default rule in partnerships is that one person's stake cannot be transferred to another without prior consent from all of the remaining partners. This inflexibility is especially undesirable when the parties have real disagreements.