reglab/housing_qa huggingface dataset:
WA Rev Code § 25.10.466 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.466 - Liability for contribution.

RCW 25.10.466 Liability for contribution.(1) 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.(2) 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.(3) 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 reasonable reliance on an obligation described in subsection (1) of this section, without notice of any compromise under this subsection, may enforce the original obligation to the extent that, in extending credit, the creditor reasonably relied on the obligation of a partner to make a contribution.[ 2009 c 188 § 502.]
WA Rev Code § 25.10.471 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.471 - Sharing of distributions.

RCW 25.10.471 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.[ 2009 c 188 § 503.]
WA Rev Code § 25.10.476 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.476 - Interim distributions.

RCW 25.10.476 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.[ 2009 c 188 § 504.]
WA Rev Code § 25.10.481 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.481 - No distribution on account of dissociation.

RCW 25.10.481 No distribution on account of dissociation.A person does not have a right to receive a distribution on account of dissociation.[ 2009 c 188 § 505.]
WA Rev Code § 25.10.486 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.486 - Distribution in kind.

RCW 25.10.486 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 RCW 25.10.621(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.[ 2009 c 188 § 506.]
WA Rev Code § 25.10.491 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.491 - Right to distribution.

RCW 25.10.491 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.[ 2009 c 188 § 507.]
WA Rev Code § 25.10.496 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.496 - Limitations on distribution.

RCW 25.10.496 Limitations on distribution.(1) A limited partnership may not make a distribution in violation of the partnership agreement.(2) A limited partnership may not make a distribution if after the distribution:(a) The limited partnership would not be able to pay its debts as they become due in the ordinary course of the limited partnership's activities; or(b) The limited partnership's total assets would be less than the sum of its total liabilities other than liabilities to partners on account of their partnership interests and liabilities for which recourse of creditors is limited to specified property of the limited partnership, except that the fair value of property that is subject to a liability for which the recourse of creditors is limited shall be included in the assets of the limited partnership only to the extent that the fair value of that property exceeds that liability.(3) A limited partnership may base a determination that a distribution is not prohibited under subsection (2) of this section on financial statements prepared on the basis of accounting practices and principles that are reasonable in the circumstances or on a fair valuation or other method that is reasonable in the circumstances.(4) Except as otherwise provided in subsection (7) of this section, the effect of a distribution under subsection (2) of this section is measured:(a) In the case of distribution by purchase, redemption, or other acquisition of a transferable interest in the limited partnership, as of the date money or other property is transferred or debt incurred by the limited partnership; and(b) In all other cases, as of the date:(i) The distribution is authorized, if the payment occurs within one hundred twenty days after that date; or(ii) The payment is made, if payment occurs more than one hundred twenty days after the distribution is authorized.(5) A limited partnership's indebtedness to a partner incurred by reason of a distribution made in accordance with this section is at parity with the limited partnership's indebtedness to its general, unsecured creditors.(6) A limited partnership's indebtedness, including indebtedness issued in connection with or as part of a distribution, is not considered a liability for purposes of subsection (2) of this section if the terms of the indebtedness provide that payment of principal and interest are made only to the extent that a distribution could then be made to partners under this section.(7) If indebtedness is issued as a distribution, each payment of principal or interest on the indebtedness is treated as a distribution, the effect of which is measured on the date the payment is made.[ 2009 c 188 § 508.]
WA Rev Code § 25.10.501 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.501 - Liability for improper distributions.

RCW 25.10.501 Liability for improper distributions.(1) A general partner that consents to a distribution made in violation of RCW 25.10.496 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 RCW 25.10.441.(2) A partner or transferee that received a distribution knowing that the distribution to that partner or transferee was made in violation of RCW 25.10.496 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 RCW 25.10.496.(3) A general partner against which an action is commenced under subsection (1) of this section may:(a) Implead in the action any other person that is liable under subsection (1) of this section and compel contribution from the person; and(b) Implead in the action any person that received a distribution in violation of subsection (2) of this section and compel contribution from the person in the amount the person received in violation of subsection (2) of this section.(4) An action under this section is barred if it is not commenced within two years after the distribution.[ 2009 c 188 § 509.]
WA Rev Code § 25.10.516 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.516 - Effect of dissociation as limited partner.

RCW 25.10.516 Effect of dissociation as limited partner.(1) Upon a person's dissociation as a limited partner:(a) Subject to RCW 25.10.561, the person does not have further rights as a limited partner;(b) The person's obligation of good faith and fair dealing as a limited partner under RCW 25.10.341(2) continues only as to matters arising and events occurring before the dissociation; and(c) Subject to RCW 25.10.561 and article 11 of this chapter, 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.(2) 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.[ 2009 c 188 § 602.]
WA Rev Code § 25.10.526 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.526 - Person's power to dissociate as general partner—Wrongful dissociation.

RCW 25.10.526 Person's power to dissociate as general partner—Wrongful dissociation.(1) A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by express will pursuant to RCW 25.10.521(1).(2) A person's dissociation as a general partner is wrongful only if:(a) It is in breach of an express provision of the partnership agreement; or(b) It occurs before the termination of the limited partnership, and:(i) The person withdraws as a general partner by express will;(ii) The person is expelled as a general partner by judicial determination under RCW 25.10.521(5);(iii) The person is dissociated as a general partner as a result of an event described in RCW 25.10.521(6); or(iv) In the case of a person that is not an individual, trust other than a business trust, or estate, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated.(3) A person that wrongfully dissociates as a general partner is liable to the limited partnership and, subject to RCW 25.10.701, to the other partners for damages caused by the dissociation. The liability is in addition to any other obligation of the general partner to the limited partnership or to the other partners.[ 2009 c 188 § 604.]
WA Rev Code § 25.10.531 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.531 - Effect of dissociation as general partner.

RCW 25.10.531 Effect of dissociation as general partner.(1) Upon a person's dissociation as a general partner:(a) The person's right to participate as a general partner in the management and conduct of the partnership's activities terminates;(b) The person's duty of loyalty as a general partner under RCW 25.10.441(2)(c) terminates;(c) The person's duty of loyalty as a general partner under RCW 25.10.441(2) (a) and (b) and duty of care under RCW 25.10.441(3) continue only with regard to matters arising and events occurring before the person's dissociation as a general partner;(d) The person may sign and deliver to the secretary of state for filing a statement of dissociation pertaining to the person and, at the request of the limited partnership, shall sign an amendment to the certificate of limited partnership that states that the person has dissociated; and(e) Subject to RCW 25.10.561 and article 11 of this chapter, any transferable interest owned by the person immediately before dissociation in the person's capacity as a general partner is owned by the person as a mere transferee.(2) A person's dissociation as a general 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 general partner.[ 2009 c 188 § 605.]
WA Rev Code § 25.10.536 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.536 - Power to bind and liability to limited partnership before dissolution of partnership of person dissociated as general partner.

RCW 25.10.536 Power to bind and liability to limited partnership before dissolution of partnership of person dissociated as general partner.(1) After a person is dissociated as a general partner and before the limited partnership is dissolved, converted under article 11 of this chapter, or merged out of existence under article 11 of this chapter, the limited partnership is bound by an act of the person only if:(a) The act would have bound the limited partnership under RCW 25.10.381 before the dissociation; and(b) At the time the other party enters into the transaction:(i) Less than two years have passed since the dissociation; and(ii) The other party does not have notice of the dissociation and reasonably believes that the person is a general partner.(2) If a limited partnership is bound under subsection (1) of this section, the person dissociated as a general partner that caused the limited partnership to be bound is liable:(a) To the limited partnership for any damage caused to the limited partnership arising from the obligation incurred under subsection (1) of this section; and(b) If a general partner or another person dissociated as a general partner is liable for the obligation, to the general partner or other person for any damage caused to the general partner or other person arising from the liability.[ 2009 c 188 § 606.]
WA Rev Code § 25.10.541 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.541 - Liability to other persons of person dissociated as general partner.

RCW 25.10.541 Liability to other persons of person dissociated as general partner.(1) A person's dissociation as a general partner does not of itself discharge the person's liability as a general partner for an obligation of the limited partnership incurred before dissociation. Except as otherwise provided in subsections (2) and (3) of this section, the person is not liable for a limited partnership's obligation incurred after dissociation.(2) A person whose dissociation as a general partner resulted in a dissolution and winding up of the limited partnership's activities is liable to the same extent as a general partner under RCW 25.10.401 on an obligation incurred by the limited partnership under RCW 25.10.586.(3) A person that has dissociated as a general partner but whosedissociation did not result in a dissolution and winding up of the limited partnership's activities is liable on a transaction entered into by the limited partnership after the dissociation only if:(a) A general partner would be liable on the transaction; and(b) At the time the other party enters into the transaction:(i) Less than two years have passed since the dissociation; and(ii) The other party does not have notice of the dissociation and reasonably believes that the person is a general partner.(4) By agreement with a creditor of a limited partnership and the limited partnership, a person dissociated as a general partner may be released from liability for an obligation of the limited partnership.(5) A person dissociated as a general partner is released from liability for an obligation of the limited partnership if the limited partnership's creditor, with notice of the person's dissociation as a general partner but without the person's consent, agrees to a material alteration in the nature or time of payment of the obligation.[ 2009 c 188 § 607.]
WA Rev Code § 25.10.546 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.546 - Partner's transferable interest.

RCW 25.10.546 Partner's transferable interest.The only interest of a partner that is transferable is the partner's transferable interest. A transferable interest is personal property.[ 2009 c 188 § 701.]
WA Rev Code § 25.10.551 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.551 - Transfer of partner's transferable interest.

RCW 25.10.551 Transfer of partner's transferable interest.(1) A transfer, in whole or in part, of a partner's transferable interest:(a) Is permissible;(b) Does not by itself cause the partner's dissociation or a dissolution and winding up of the limited partnership's activities; and(c) Does not, as against the other partners or the limited partnership, entitle the transferee to participate in the management or conduct of the limited partnership's activities, to require access to information concerning the limited partnership's transactions except as otherwise provided in subsection (3) of this section, or to inspect or copy the required information or the limited partnership's other records.(2) A transferee has a right to receive, in accordance with the transfer:(a) Distributions to which the transferor would otherwise be entitled; and(b) Upon the dissolution and winding up of the limited partnership's activities the net amount otherwise distributable to the transferor.(3) In a dissolution and winding up, a transferee is entitled to an account of the limited partnership's transactions only from the date of dissolution.(4) Upon transfer, the transferor retains the rights of a partner other than the interest in distributions transferred and retains all duties and obligations of a partner.(5) A limited partnership need not give effect to a transferee's rights under this section until the limited partnership has notice of the transfer.(6) A transfer of a partner's transferable interest in the limited partnership in violation of a restriction on transfer contained in the partnership agreement is ineffective as to a person having notice of the restriction at the time of transfer.(7) A transferee that becomes a partner with respect to a transferable interest is liable for the transferor's obligations under RCW 25.10.466 and 25.10.501. However, the transferee is not obligated for liabilities unknown to the transferee at the time the transferee became a partner.[ 2009 c 188 § 702.]
WA Rev Code § 25.10.556 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.556 - Rights of creditor of partner or transferee.

RCW 25.10.556 Rights of creditor of partner or transferee.(1) On application to a court of competent jurisdiction by any judgment creditor of a partner or transferee, the court may charge the transferable interest of the judgment debtor with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of a transferee. The court may appoint a receiver of the share of the distributions due or to become due to the judgment debtor in respect of the partnership and make all other orders, directions, accounts, and inquiries the judgment debtor might have made or that the circumstances of the case may require to give effect to the charging order.(2) A charging order constitutes a lien on the judgment debtor's transferable interest. The court may order a foreclosure upon the interest subject to the charging order at any time. The purchaser at the foreclosure sale has the rights of a transferee.(3) At any time before foreclosure, an interest charged may be redeemed:(a) By the judgment debtor;(b) With property other than limited partnership property, by one or more of the other partners; or(c) With limited partnership property, by the limited partnership with the consent of all partners whose interests are not so charged.(4) This chapter does not deprive any partner or transferee of the benefit of any exemption laws applicable to the partner's or transferee's transferable interest.(5) This section provides the exclusive remedy by which a judgment creditor of a partner or transferee may satisfy a judgment out of the judgment debtor's transferable interest.[ 2009 c 188 § 703.]
WA Rev Code § 25.10.561 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.561 - Power of estate of deceased partner.

RCW 25.10.561 Power of estate of deceased partner.If a partner dies, the deceased partner's personal representative or other legal representative may exercise the rights of a transferee as provided in RCW 25.10.551 and, for the purposes of settling the estate, may exercise the rights of a current limited partner under RCW 25.10.331.[ 2009 c 188 § 704.]
WA Rev Code § 25.10.571 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.571 - Nonjudicial dissolution.

RCW 25.10.571 Nonjudicial dissolution.Except as otherwise provided in RCW 25.10.576, a limited partnership is dissolved, and its activities must be wound up, only upon the occurrence of any of the following:(1) The happening of an event specified in the partnership agreement;(2) The consent of all general partners and of limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective;(3) The passage of ninety days after the dissociation of a person as a general partner if following such dissociation the limited partnership does not have a remaining general partner unless before the end of the period:(a) Consent to continue the activities of the limited partnership and admit at least one general partner is given by limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; and(b) At least one person is admitted as a general partner in accordance with the consent;(4) The passage of ninety days after the dissociation of the limited partnership's last limited partner, unless before the end of the period the limited partnership admits at least one limited partner; or(5) The signing and filing of a statement of administrative dissolution by the secretary of state under RCW 23.95.610.[ 2015 c 176 § 6117; 2009 c 188 § 801.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
WA Rev Code § 25.10.576 (2021)
2021 Revised Code of Washington|Title 25 - Partnerships|Chapter 25.10 - Uniform Limited Partnership Act.|25.10.576 - Judicial dissolution.

RCW 25.10.576 Judicial dissolution.On application by a partner the Thurston county superior court may order dissolution of a limited partnership if it is not reasonably practicable to carry on the activities of the limited partnership in conformity with the partnership agreement.[ 2009 c 188 § 802.]