reglab/housing_qa huggingface dataset:
31 ME Rev Stat § 1346 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 3: LIMITED PARTNERS|31 §1346. Person erroneously believing self to be limited partner

 §1346. Person erroneously believing self to be limited partner 1.  Not liable for enterprise's obligations.  Except as otherwise provided in subsection 2, a person that makes an investment in a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not liable for the enterprise's obligations by reason of making the investment, receiving distributions from the enterprise or exercising any rights of or appropriate to a limited partner, if, on ascertaining the mistake, the person:   A. Causes an appropriate certificate of limited partnership, amendment or statement of correction to be signed and delivered to the Secretary of State for filing; or   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. Withdraws from future participation as an owner in the enterprise by signing and delivering to the Secretary of State for filing a statement of withdrawal under this section.   [PL 2005, c. 543, Pt. C, §2 (NEW).][PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Liable to 3rd party.  A person that makes an investment described in subsection 1 is liable to the same extent as a general partner to any 3rd party that enters into a transaction with the enterprise, believing in good faith that the person is a general partner, before the Secretary of State files a statement of withdrawal, certificate of limited partnership, amendment or statement of correction to show that the person is not a general partner.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Right to withdraw without breach.  If a person makes a diligent effort in good faith to comply with subsection 1, paragraph A and is unable to cause the appropriate certificate of limited partnership, amendment or statement of correction to be signed and delivered to the Secretary of State for filing, the person has the right to withdraw from the enterprise pursuant to subsection 1, paragraph B even if the withdrawal would otherwise breach an agreement with others that are or have agreed to become co-owners of the enterprise.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1351 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1351. Becoming general partner

 §1351. Becoming general partner A person becomes a general partner:   [PL 2005, c. 543, Pt. C, §2 (NEW).]1.  Partnership agreement.  As provided in the partnership agreement;   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Admitted general partner.  Under section 1391, subsection 3, paragraph B following the dissociation of a limited partnership's last general partner;   [PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Conversion or merger.  As the result of a conversion or merger under subchapter 11; or   [PL 2005, c. 543, Pt. C, §2 (NEW).] 4.  Consent.  With the consent of all the partners.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1352 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1352. General partner agent of limited partnership

 §1352. General partner agent of limited partnership 1.  Agent if carrying on in the ordinary course of activities.  Each general partner is an agent of the limited partnership for the purposes of its activities. An act of a general partner, including the signing of a record in the partnership's name, for apparently carrying on in the ordinary course the limited partnership's activities or activities of the kind carried on by the limited partnership binds the limited partnership, unless the general partner did not have authority to act for the limited partnership in the particular matter and the person with which the general partner was dealing knew, had received a notification or had notice under section 1303, subsection 4 that the general partner lacked authority.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Agent only if actually authorized.  An act of a general partner that is not apparently for carrying on in the ordinary course the limited partnership's activities or activities of the kind carried on by the limited partnership binds the limited partnership only if the act was actually authorized by all the other partners.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1353 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1353. Limited partnership liable for general partner's actionable conduct

 §1353. Limited partnership liable for general partner's actionable conduct 1.  General partner acting in ordinary course or with authority.  A limited partnership is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission or other actionable conduct of a general partner acting in the ordinary course of activities of the limited partnership or with authority of the limited partnership.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Misapplication of money or property by general partner.  If, in the course of the limited partnership's activities or while acting with authority of the limited partnership, a general partner receives or causes the limited partnership to receive money or property of a person not a partner, and the money or property is misapplied by a general partner, the limited partnership is liable for the loss.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1354 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1354. General partner's liability

 §1354. General partner's liability 1.  Joint and several liability.  Except as otherwise provided in subsections 2 and 3, all general partners are liable jointly and severally for all obligations of the limited partnership unless otherwise agreed by the claimant or provided by law.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Pre-existing obligation.  A person that becomes a general partner of an existing limited partnership is not personally liable for an obligation of a limited partnership incurred before the person became a general partner.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Obligation of limited liability limited partnership.  Subject to the provisions of subsection 4, an obligation of a limited partnership incurred while the limited partnership is a limited liability limited partnership, whether arising in contract, tort or otherwise, is solely the obligation of the limited partnership. A general partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for such an obligation solely by reason of being or acting as a general partner. This subsection applies despite anything inconsistent in the partnership agreement that existed immediately before the consent required to become a limited liability limited partnership under section 1356, subsection 2, paragraph B.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 4.  Professional limited liability limited partnership exception.  A partner of a professional limited liability limited partnership is jointly and severally liable for claims arising from the rendering of a professional service by such a professional limited liability partnership if that partner:   A. Personally and directly participated in rendering that portion of the professional service that was performed negligently or in breach of any other legal duty; or   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. Directly supervised and controlled that portion of the professional service rendered by another person that was performed negligently or in breach of any other legal duty.   [PL 2005, c. 543, Pt. C, §2 (NEW).]For purposes of this subsection, a "professional limited liability limited partnership" means a limited liability limited partnership that, by virtue of the business conducted by it, would be required to incorporate under the Maine Professional Service Corporation Act if that limited partnership were a corporation.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1355 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1355. Actions by and against partnership and partners

 §1355. Actions by and against partnership and partners 1.  General partner as party.  To the extent not inconsistent with section 1354, a general partner may be joined in an action against the limited partnership or named in a separate action.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Judgment against limited partnership.  A judgment against a limited partnership is not by itself a judgment against a general partner. A judgment against a limited partnership may not be satisfied from a general partner's assets unless there is also a judgment against the general partner.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Judgment creditor of general partner.  A judgment creditor of a general partner may not levy execution against the assets of the general partner to satisfy a judgment based on a claim against the limited partnership unless the partner is personally liable for the claim under section 1354 and:   A. A judgment based on the same claim has been obtained against the limited partnership and a writ of execution on the judgment has been returned unsatisfied in whole or in part;   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. The limited partnership is a debtor in bankruptcy;   [PL 2005, c. 543, Pt. C, §2 (NEW).]C. The general partner has agreed that the creditor need not exhaust limited partnership assets;   [PL 2005, c. 543, Pt. C, §2 (NEW).]D. A court grants permission to the judgment creditor to levy execution against the assets of a general partner based on a finding that limited partnership assets subject to execution are clearly insufficient to satisfy the judgment, that exhaustion of limited partnership assets is excessively burdensome or that the grant of permission is an appropriate exercise of the court's equitable powers; or   [PL 2005, c. 543, Pt. C, §2 (NEW).]E. Liability is imposed on the general partner by law or contract independent of the existence of the limited partnership.   [PL 2005, c. 543, Pt. C, §2 (NEW).][PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1356 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1356. Management rights of general partner

 §1356. Management rights of general partner 1.  General partner or partners.  Each general partner has equal rights in the management and conduct of the limited partnership's activities. Except as expressly provided in this chapter, any matter relating to the activities of the limited partnership may be exclusively decided by the general partner or, if there is more than one general partner, by a majority of the general partners.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Consent required.  The consent of each partner is necessary to:   A. Amend the partnership agreement;   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. Amend the certificate of limited partnership to add or, subject to section 1440, delete a statement that the limited partnership is a limited liability limited partnership; and   [PL 2005, c. 543, Pt. C, §2 (NEW).]C. Sell, lease, exchange or otherwise dispose of all, or substantially all, of the limited partnership's property, with or without the good will, other than in the usual and regular course of the limited partnership's activities.   [PL 2005, c. 543, Pt. C, §2 (NEW).][PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Payments by and liabilities of general partner.  A limited partnership shall reimburse a general partner for payments made and indemnify a general partner for liabilities incurred by the general partner in the ordinary course of the activities of the partnership or for the preservation of its activities or property.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 4.  Advances by general partner.  A limited partnership shall reimburse a general partner for an advance to the limited partnership beyond the amount of capital the general partner agreed to contribute.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 5.  Payment or advance constitutes loan.  A payment or advance made by a general partner that gives rise to an obligation of the limited partnership under subsection 3 or 4 constitutes a loan to the limited partnership that accrues interest from the date of the payment or advance.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 6.  No remuneration.  A general partner is not entitled to remuneration for services performed for the partnership.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1358 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 4: GENERAL PARTNERS|31 §1358. General standards of general partner's conduct

 §1358. General standards of general partner's conduct 1.  Fiduciary duties.  The only fiduciary duties that a general partner has to the limited partnership and the other partners are the duties of loyalty and care under subsections 2 and 3.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Duty of loyalty.  A general partner's duty of loyalty to the limited partnership and the other partners is limited to the following:   A. To account to the limited partnership and hold as trustee for it any property, profit or benefit derived by the general partner in the conduct and winding up of the limited partnership's activities or derived from a use by the general partner of limited partnership property, including the appropriation of a limited partnership opportunity;   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. To refrain from dealing with the limited partnership in the conduct or winding up of the limited partnership's activities as or on behalf of a party having an interest adverse to the limited partnership; and   [PL 2005, c. 543, Pt. C, §2 (NEW).]C. To refrain from competing with the limited partnership in the conduct or winding up of the limited partnership's activities.   [PL 2005, c. 543, Pt. C, §2 (NEW).][PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Duty of care.  A general partner's duty of care to the limited partnership and the other partners in the conduct and winding up of the limited partnership's activities is limited to refraining from engaging in grossly negligent or reckless conduct, intentional misconduct or a knowing violation of law.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 4.  Good faith and fair dealing.  A general partner shall discharge the duties to the partnership and the other partners under this chapter or under the partnership agreement and exercise any rights consistently with the obligation of good faith and fair dealing.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 5.  General partner's own interest.  A general partner does not violate a duty or obligation under this chapter or under the partnership agreement merely because the general partner's conduct furthers the general partner's own interest.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1361 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1361. Form of contribution

 §1361. Form of contribution A contribution of a partner may consist of tangible or intangible property or other benefit to the limited partnership, including money, services performed, promissory notes, other agreements to contribute cash or property and contracts for services to be performed.   [PL 2005, c. 543, Pt. C, §2 (NEW).]SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1362 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1362. Liability for contribution

 §1362. Liability for contribution 1.  Obligation not excused by death, disability or other inability.  A partner's obligation to contribute money or other property or other benefit to, or to perform services for, a limited partnership is not excused by the partner's death, disability or other inability to perform personally.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Obligation to contribute money equal to promised nonmonetary contribution.  If a partner does not make a promised nonmonetary contribution, the partner is obligated at the option of the limited partnership to contribute money equal to that portion of the value, as stated in the required information, of the stated contribution that has not been made.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  Obligation in violation of chapter; enforcement by creditor.  The obligation of a partner to make a contribution or return money or other property paid or distributed in violation of this chapter may be compromised only by consent of all partners. A creditor of a limited partnership that extends credit or otherwise acts in reliance on an obligation described in subsection 1, without notice of any compromise under this subsection, may enforce the original obligation.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1363 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1363. Sharing of distributions

 §1363. Sharing of distributions A distribution by a limited partnership must be shared among the partners on the basis of the value, as stated in the required records when the limited partnership decides to make the distribution, of the contributions the limited partnership has received from each partner.   [PL 2005, c. 543, Pt. C, §2 (NEW).]SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1364 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1364. Interim distributions

 §1364. Interim distributions A partner does not have a right to any distribution before the dissolution and winding up of the limited partnership unless the limited partnership decides to make an interim distribution.   [PL 2005, c. 543, Pt. C, §2 (NEW).]SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1365 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1365. No distribution on account of dissociation

 §1365. No distribution on account of dissociation A person does not have a right to receive a distribution on account of dissociation.   [PL 2005, c. 543, Pt. C, §2 (NEW).]SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1366 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1366. Distribution in kind

 §1366. Distribution in kind A partner does not have a right to demand or receive any distribution from a limited partnership in any form other than cash. Subject to section 1402, subsection 2, a limited partnership may distribute an asset in kind to the extent each partner receives a percentage of the asset equal to the partner's share of distributions.   [PL 2005, c. 543, Pt. C, §2 (NEW).]SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1367 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1367. Right to distribution

 §1367. Right to distribution When a partner or transferee becomes entitled to receive a distribution, the partner or transferee has the status of, and is entitled to all remedies available to, a creditor of the limited partnership with respect to the distribution. However, the limited partnership's obligation to make a distribution is subject to offset for any amount owed to the limited partnership by the partner or dissociated partner on whose account the distribution is made.   [PL 2005, c. 543, Pt. C, §2 (NEW).]SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1369 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 5: CONTRIBUTIONS AND DISTRIBUTIONS|31 §1369. Liability for improper distributions

 §1369. Liability for improper distributions 1.  General partner liable if consent to distribution not in compliance.  A general partner that consents to a distribution made in violation of section 1368 is personally liable to the limited partnership for the amount of the distribution that exceeds the amount that could have been distributed without the violation if it is established that in consenting to the distribution the general partner failed to comply with section 1358.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Partner or transferee liable for excess amount received.  A partner or transferee that received a distribution knowing that the distribution to that partner or transferee was made in violation of section 1368 is personally liable to the limited partnership but only to the extent that the distribution received by the partner or transferee exceeded the amount that could have been properly paid under section 1368.   [PL 2005, c. 543, Pt. C, §2 (NEW).] 3.  General partner may implead, compel contribution.  A general partner against which an action is commenced under subsection 1 may:   A. Implead in the action any other person that is liable under subsection 1 and compel contribution from the person; and   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. Implead in the action any person that received a distribution in violation of subsection 2 and compel contribution from the person in the amount the person received in violation of subsection 2.   [PL 2005, c. 543, Pt. C, §2 (NEW).][PL 2005, c. 543, Pt. C, §2 (NEW).] 4.  Action within 2 years.  An action under this section is barred if it is not commenced within 2 years after the distribution.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 ME Rev Stat § 1372 (2021)
2021 Maine Revised Statutes|TITLE 31: PARTNERSHIPS AND ASSOCIATIONS|Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT|Subchapter 6: DISSOCIATION|31 §1372. Effect of dissociation as limited partner

 §1372. Effect of dissociation as limited partner 1.  Rights; obligations; interests.  Upon a person's dissociation as a limited partner:   A. Subject to section 1384, the person does not have further rights as a limited partner;   [PL 2005, c. 543, Pt. C, §2 (NEW).]B. The person's obligation of good faith and fair dealing as a limited partner under section 1345, subsection 2 continues only as to matters arising and events occurring before the dissociation; and   [PL 2005, c. 543, Pt. C, §2 (NEW).]C. Subject to section 1384 and subchapter 11, any transferable interest owned by the person in the person's capacity as a limited partner immediately before dissociation is owned by the person as a mere transferee.   [PL 2005, c. 543, Pt. C, §2 (NEW).][PL 2005, c. 543, Pt. C, §2 (NEW).] 2.  Obligations to partnership and partners.  A person's dissociation as a limited partner does not of itself discharge the person from any obligation to the limited partnership or the other partners that the person incurred while a limited partner.   [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).