Doctors, including P, formed a general partnership to acquire and operate diagnostic and therapeutic devices, equipment, and accessories, beginning with a magnetic resonance imaging (MRI) scanner; to acquire related buildings and other facilities; and to transact all business matters incident to such activities. P used D’s services but used radiologists at GSR to read the scans. GSR decided it wanted to get into D’s business and negotiations between D, P and GSR were unsuccessful. GSR then started its competing operation, and P became a partner in the non-MRI part. P then gave notice to D that it would disassociate from D on April 1, 2004. P then sued D to determine how much P would receive for its interest in D. D counterclaimed for wrongful dissociation, breach of a noncompete clause, breach of the covenant of good faith and fair dealing, intentional interference with prospective contractual relations or business expectations, breach of fiduciary duties, and civil conspiracy. The jury found P liable and awarded damages of $63.5 million. The court reduced the verdict to $36.3 million. P appealed.