True, BUT EVEN IF they are considered 50/50 partners the situation is still pretty ugly for Rocco. IIIIFFFF the court finds them 50/50 partners, they are both equally responsible for any outstanding debts. That could be a pretty penny for a guy whose contributions to the "partnership" was non-monetary. AND if his contributions were non-monetary (e.g. managing the restaurant responsibly, and cooking acceptable food) AND he did not perform, then that creates a strong case for China Grill's claims.
IMHO, I think the court will appoint a receiver who will sell off assets, pay off debts, and thus officially terminate the partnership. But if the facts, as presented, are an indicator I think China Grill has a strong case for getting some damages out of Rocco due to his apparent poor managment or perhaps a cut from Rocco's side-deals with the media and such.
I still think China Grill was ridiculously stupid for not getting that operating agreement signed before starting business, but that doesn't mean that they alone will be forced to take a $3.6 million dollar hit from this venture-- Especially since Rocco was the only one that made any money off the partnership's business by using it as a self-promoting vehicle.