reglab/housing_qa huggingface dataset:
ID Code § 30-24-404 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-404 - RIGHTS TO INFORMATION OF GENERAL PARTNER AND PERSON DISSOCIATED AS LIMITED PARTNER.

30-24-404. RIGHTS TO INFORMATION OF GENERAL PARTNER AND PERSON DISSOCIATED AS LIMITED PARTNER. (a) Except as otherwise provided in subsections (b) and (c) of this section, all general partners are liable jointly and severally for all debts, obligations, and other liabilities of the limited partnership unless otherwise agreed by the claimant or provided by law. (b) A person that becomes a general partner is not personally liable for a debt, obligation, or other liability of the limited partnership incurred before the person became a general partner. (c) A debt, obligation, or other liability of a limited partnership incurred while the partnership is a limited liability limited partnership is solely the debt, obligation, or other liability of the limited liability limited partnership. A general partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the limited liability limited partnership solely by reason of being or acting as a general partner. This subsection applies: (1) Despite anything inconsistent in the partnership agreement that existed immediately before the vote or consent required to become a limited liability limited partnership under section 30-24-406(b)(2), Idaho Code; and (2) Regardless of the dissolution of the partnership. (d) The failure of a limited liability limited partnership to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a general partner for a debt, obligation, or other liability of the partnership. (e) An amendment of a certificate of limited partnership that deletes a statement that the limited partnership is a limited liability limited partnership does not affect the limitation in this section on the liability of a general partner for a debt, obligation, or other liability of the limited partnership incurred before the amendment became effective.  History: [30-24-404, added 2015, ch. 243, sec. 36, p. 850.]
ID Code § 30-24-405 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-405 - ACTIONS BY AND AGAINST PARTNERSHIP AND PARTNERS.

30-24-405. ACTIONS BY AND AGAINST PARTNERSHIP AND PARTNERS. (a) To the extent not inconsistent with section 30-24-404, Idaho Code, a general partner may be joined in an action against the limited partnership or named in a separate action. (b) 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. (c) 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 30-24-404, Idaho Code, and: (1) 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; (2) The partnership is a debtor in bankruptcy; (3) The general partner has agreed that the creditor need not exhaust partnership assets; (4) A court grants permission to the judgment creditor to levy execution against the assets of a general partner based on a finding that partnership assets subject to execution are clearly insufficient to satisfy the judgment, that exhaustion of assets is excessively burdensome, or that the grant of permission is an appropriate exercise of the court’s equitable powers; or (5) Liability is imposed on the general partner by law or contract independent of the existence of the partnership.  History: [30-24-405, added 2015, ch. 243, sec. 36, p. 851.]
ID Code § 30-24-406 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-406 - MANAGEMENT RIGHTS OF GENERAL PARTNER.

30-24-406. MANAGEMENT RIGHTS OF GENERAL PARTNER. (a) Each general partner has equal rights in the management and conduct of the limited partnership’s activities and affairs. Except as otherwise provided in this chapter, any matter relating to the activities and affairs of the partnership is decided exclusively by the general partner or, if there is more than one (1) general partner, by a majority of the general partners. (b) The affirmative vote or consent of all the partners is required to: (1) Amend the partnership agreement; (2) Amend the certificate of limited partnership to add or delete a statement that the limited partnership is a limited liability limited partnership; and (3) Sell, lease, exchange, or otherwise dispose of all, or substantially all, of the limited partnership’s property, with or without the goodwill, other than in the usual and regular course of the limited partnership’s activities and affairs. (c) A limited partnership shall reimburse a general partner for an advance to the partnership beyond the amount of capital the general partner agreed to contribute. (d) A payment or advance made by a general partner that gives rise to an obligation of the limited partnership under subsection (c) of this section or section 30-24-408(a), Idaho Code, constitutes a loan to the limited partnership that accrues interest from the date of the payment or advance. (e) A general partner is not entitled to remuneration for services performed for the partnership.  History: [30-24-406, added 2015, ch. 243, sec. 36, p. 851.]
ID Code § 30-24-408 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-408 - REIMBURSEMENT — INDEMNIFICATION — ADVANCEMENT — INSURANCE.

30-24-408. REIMBURSEMENT — INDEMNIFICATION — ADVANCEMENT — INSURANCE. (a) A limited partnership shall reimburse a general partner for any payment made by the general partner in the course of the general partner’s activities on behalf of the partnership, if the general partner complied with sections 30-24-406, 30-24-409 and 30-24-504, Idaho Code, in making the payment. (b) A limited partnership shall indemnify and hold harmless a person with respect to any claim or demand against the person and any debt, obligation, or other liability incurred by the person by reason of the person’s former or present capacity as a general partner, if the claim, demand, debt, obligation, or other liability does not arise from the person’s breach of section 30-24-406, 30-24-409 or 30-24-504, Idaho Code. (c) In the ordinary course of its activities and affairs, a limited partnership may advance reasonable expenses, including attorney’s fees and costs, incurred by a person in connection with a claim or demand against the person by reason of the person’s former or present capacity as a general partner, if the person promises to repay the partnership if the person ultimately is determined not to be entitled to be indemnified under subsection (b) of this section. (d) A limited partnership may purchase and maintain insurance on behalf of a general partner against liability asserted against or incurred by the general partner in that capacity or arising from that status even if, under section 30-24-105(c)(8), Idaho Code, the partnership agreement could not eliminate or limit the person’s liability to the partnership for the conduct giving rise to the liability.  History: [30-24-408, added 2015, ch. 243, sec. 36, p. 853.]
ID Code § 30-24-409 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-409 - STANDARDS OF CONDUCT FOR GENERAL PARTNERS.

30-24-409. STANDARDS OF CONDUCT FOR GENERAL PARTNERS. (a) A general partner owes to the limited partnership and, subject to section 30-24-901, Idaho Code, the other partners the duties of loyalty and care stated in subsections (b) and (c) of this section. (b) The fiduciary duty of loyalty of a general partner includes the duties: (1) To account to the limited partnership and hold as trustee for it any property, profit or benefit derived by the general partner:  (A) In the conduct or winding up of the partnership’s activities and affairs; (B) A use by the general partner of the partnership’s property; or (C) From the appropriation of a partnership opportunity; (2) To refrain from dealing with the partnership in the conduct or winding up of the partnership’s activities and affairs as or on behalf of a person having an interest adverse to the partnership; and (3) To refrain from competing with the partnership in the conduct or winding up of the partnership’s activities and affairs. (c) The duty of care of a general partner in the conduct or winding up of the limited partnership’s activities and affairs is to refrain from engaging in grossly negligent or reckless conduct, willful or intentional misconduct, or knowing violation of law. (d) A general partner shall discharge the duties and obligations under this act or under the partnership agreement and exercise any rights consistently with the contractual obligation of good faith and fair dealing. (e) A general partner does not violate a duty or obligation under this chapter or under the partnership agreement solely because the general partner’s conduct furthers the general partner’s own interest. (f) All the partners of a limited partnership may authorize or ratify, after full disclosure of all material facts, a specific act or transaction by a general partner that otherwise would violate the duty of loyalty. (g) It is a defense to a claim under subsection (b)(2) of this section and any comparable claim in equity or at common law that the transaction was fair to the limited partnership. (h) If, as permitted by subsection (f) of this section or the partnership agreement, a general partner enters into a transaction with the limited partnership that otherwise would be prohibited by subsection (b)(2) of this section, the general partner’s rights and obligations arising from the transaction are the same as those of a person that is not a general partner.  History: [30-24-409, added 2015, ch. 243, sec. 36, p. 853.]
ID Code § 30-24-501 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 5 - CONTRIBUTIONS AND DISTRIBUTIONS|Section 30-24-501 - FORM OF CONTRIBUTION.

30-24-501. FORM OF CONTRIBUTION. A contribution may consist of property transferred to, services performed for, or another benefit provided to the limited partnership or an agreement to transfer property to, perform services for, or provide another benefit to the partnership.  History: [30-24-501, added 2015, ch. 243, sec. 37, p. 854.]
ID Code § 30-24-502 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 5 - CONTRIBUTIONS AND DISTRIBUTIONS|Section 30-24-502 - LIABILITY FOR CONTRIBUTION.

30-24-502. LIABILITY FOR CONTRIBUTION. (a) A person’s obligation to make a contribution to a limited partnership is not excused by the person’s death, disability, termination, or other inability to perform personally. (b) If a person does not fulfill an obligation to make a contribution other than money, the person is obligated at the option of the limited partnership to contribute money equal to the value, as stated in the required information, of the part of the contribution that has not been made. (c) The obligation of a person to make a contribution may be compromised only by the affirmative vote or consent of all partners. If a creditor of a limited partnership extends credit or otherwise acts in reliance on an obligation described in subsection (a) of this section without knowledge or notice of a compromise under this subsection, the creditor may enforce the obligation.  History: [30-24-502, added 2015, ch. 243, sec. 37, p. 854.]
ID Code § 30-24-503 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 5 - CONTRIBUTIONS AND DISTRIBUTIONS|Section 30-24-503 - SHARING OF AND RIGHT TO DISTRIBUTIONS BEFORE DISSOLUTION.

30-24-503. SHARING OF AND RIGHT TO DISTRIBUTIONS BEFORE DISSOLUTION. (a) Any distribution made by a limited partnership before its dissolution and winding up must be shared among the partners on the basis of the value, as stated in the required information when the limited partnership decides to make the distribution, of the contributions the limited partnership has received from each partner, except to the extent necessary to comply with a transfer effective under section 30-24-702, Idaho Code, or charging order in effect under section 30-24-703, Idaho Code. (b) A person has a right to a distribution before the dissolution and winding up of a limited partnership only if the partnership decides to make an interim distribution. A person’s dissociation does not entitle the person to a distribution. (c) A person does not have a right to demand or receive a distribution from a limited partnership in any form other than money. Except as otherwise provided in section 30-24-810(f), Idaho Code, a partnership may distribute an asset in kind only if each part of the asset is fungible with each other part and each person receives a percentage of the asset equal in value to the person’s share of distributions. (d) If a partner or transferee becomes entitled to receive a distribution, the partner or transferee is entitled to all remedies available to a creditor of the limited partnership with respect to the distribution. However, the partnership’s obligation to make a distribution is subject to offset for any amount owed to the partnership by the partner or a person dissociated as a partner on whose account the distribution is made.  History: [30-24-503, added 2015, ch. 243, sec. 37, p. 854.]
ID Code § 30-24-505 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 5 - CONTRIBUTIONS AND DISTRIBUTIONS|Section 30-24-505 - LIABILITY FOR IMPROPER DISTRIBUTIONS.

30-24-505. LIABILITY FOR IMPROPER DISTRIBUTIONS. (a) If a general partner consents to a distribution made in violation of section 30-24-504, Idaho Code, and in consenting to the distribution fails to comply with section 30-24-409, Idaho Code, the general partner is personally liable to the limited partnership for the amount of the distribution which exceeds the amount that could have been distributed without the violation of section 30-24-504, Idaho Code. (b) A person that receives a distribution knowing that the distribution violated section 30-24-504, Idaho Code, is personally liable to the limited partnership, but only to the extent that the distribution received by the person exceeded the amount that could have been properly paid under section 30-24-504, Idaho Code. (c) A general partner against which an action is commenced because the general partner is liable under subsection (a) of this section may: (1) Implead any other person that is liable under subsection (a) of this section and seek to enforce a right of contribution from the person; and (2) Implead any person that received a distribution in violation of subsection (b) of this section and seek to enforce a right of contribution from the person in the amount the person received in violation of subsection (b) of this section. (d) An action under this section is barred unless commenced not later than two (2) years after the distribution.  History: [30-24-505, added 2015, ch. 243, sec. 37, p. 856.]
ID Code § 30-24-602 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 6 - DISSOCIATION|Section 30-24-602 - EFFECT OF DISSOCIATION AS LIMITED PARTNER.

30-24-602. EFFECT OF DISSOCIATION AS LIMITED PARTNER. (a) If a person is dissociated as a limited partner: (1) Subject to section 30-24-704, Idaho Code, the person does not have further rights as a limited partner; (2) The person’s contractual obligation of good faith and fair dealing as a limited partner under section 30-24-305(a), Idaho Code, ends with regard to matters arising and events occurring after the person’s dissociation; and (3) Subject to section 30-24-704, Idaho Code, and chapter 22, title 30, Idaho Code, any transferable interest owned by the person in the person’s capacity as a limited partner immediately before dissociation is owned by the person solely as a transferee. (b) A person’s dissociation as a limited partner does not of itself discharge the person from any debt, obligation, or other liability to the limited partnership or the other partners that the person incurred while a limited partner.  History: [30-24-602, added 2015, ch. 243, sec. 38, p. 858.]
ID Code § 30-24-604 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 6 - DISSOCIATION|Section 30-24-604 - POWER TO DISSOCIATE AS GENERAL PARTNER — WRONGFUL DISSOCIATION.

30-24-604. POWER TO DISSOCIATE AS GENERAL PARTNER — WRONGFUL DISSOCIATION. (a) A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by withdrawing as a general partner by express will under section 30-24-603(1), Idaho Code. (b) A person’s dissociation as a general partner is wrongful only if the dissociation: (1) Is in breach of an express provision of the partnership agreement; or (2) Occurs before the completion of the winding up of the limited partnership, and: (A) The person withdraws as a general partner by express will; (B) The person is expelled as a general partner by judicial order under section 30-24-603(5), Idaho Code; (C) The person is dissociated as a general partner under section 30-24-603(7), Idaho Code; or (D) In the case of a person that is not a trust other than a business trust, an estate, or an individual, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated. (c) A person that wrongfully dissociates as a general partner is liable to the limited partnership and, subject to section 30-24-901, Idaho Code, to the other partners for damages caused by the dissociation. The liability is in addition to any debt, obligation, or other liability of the general partner to the partnership or the other partners.  History: [30-24-604, added 2015, ch. 243, sec. 38, p. 859.]
ID Code § 30-24-605 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 6 - DISSOCIATION|Section 30-24-605 - EFFECT OF DISSOCIATION AS GENERAL PARTNER.

30-24-605. EFFECT OF DISSOCIATION AS GENERAL PARTNER. (a) If a person is dissociated as a general partner: (1) The person’s right to participate as a general partner in the management and conduct of the limited partnership’s activities and affairs terminates; (2) The person’s duties and obligations as a general partner under section 30-24-409, Idaho Code, end with regard to matters arising and events occurring after the person’s dissociation; (3) 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 the person has dissociated as a general partner; and (4) Subject to section 30-24-704, Idaho Code, and chapter 22, title 30, Idaho Code, any transferable interest owned by the person in the person’s capacity as a general partner immediately before dissociation is owned by the person solely as a transferee. (b) A person’s dissociation as a general partner does not of itself discharge the person from any debt, obligation, or other liability to the limited partnership or the other partners that the person incurred while a general partner.  History: [30-24-605, added 2015, ch. 243, sec. 38, p. 860.]
ID Code § 30-24-606 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 6 - DISSOCIATION|Section 30-24-606 - POWER TO BIND AND LIABILITY OF PERSON DISSOCIATED AS GENERAL PARTNER.

30-24-606. POWER TO BIND AND LIABILITY OF PERSON DISSOCIATED AS GENERAL PARTNER. (a) After a person is dissociated as a general partner and before the limited partnership is merged out of existence, converted, or domesticated under chapter 22, title 30, Idaho Code, or dissolved, the partnership is bound by an act of the person only if: (1) The act would have bound the partnership under section 30-24-402, Idaho Code, before the dissociation; and (2) At the time the other party enters into the transaction: (A) Less than two (2) years has passed since the dissociation; and (B) The other party does not know or have notice of the dissociation and reasonably believes that the person is a general partner. (b) If a limited partnership is bound under subsection (a) of this section, the person dissociated as a general partner that caused the partnership to be bound is liable: (1) To the partnership for any damage caused to the partnership arising from the obligation incurred under subsection (a) of this section; and (2) 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.  History: [30-24-606, added 2015, ch. 243, sec. 38, p. 860.]
ID Code § 30-24-607 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 6 - DISSOCIATION|Section 30-24-607 - LIABILITY OF PERSON DISSOCIATED AS GENERAL PARTNER TO OTHER PERSONS.

30-24-607. LIABILITY OF PERSON DISSOCIATED AS GENERAL PARTNER TO OTHER PERSONS. (a) A person’s dissociation as a general partner does not of itself discharge the person’s liability as a general partner for a debt, obligation, or other liability of the limited partnership incurred before dissociation. Except as otherwise provided in subsections (b) and (c) of this section, the person is not liable for a limited partnership obligation incurred after dissociation. (b) A person whose dissociation as a general partner results in a dissolution and winding up of the limited partnership’s activities and affairs is liable on an obligation incurred by the limited partnership under section 30-24-805, Idaho Code, to the same extent as a general partner under section 30-24-404, Idaho Code. (c) A person that is dissociated as a general partner without the dissociation resulting in a dissolution and winding up of the limited partnership’s activities and affairs is liable on a transaction entered into by the partnership after the dissociation only if: (1) A general partner would be liable on the transaction; and (2) At the time the other party enters into the transaction: (A) Less than two (2) years has passed since the dissociation; and (B) The other party does not have knowledge or notice of the dissociation and reasonably believes that the person is a general partner. (d) By agreement with a creditor of a limited partnership and the partnership, a person dissociated as a general partner may be released from liability for a debt, obligation, or other liability of the partnership. (e) A person dissociated as a general partner is released from liability for a debt, obligation, or other liability of the limited partnership if the partnership’s creditor, with knowledge or 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 debt, obligation, or other liability.  History: [30-24-607, added 2015, ch. 243, sec. 38, p. 860.]
ID Code § 30-24-701 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 7 - TRANSFERABLE INTERESTS AND RIGHTS OF TRANSFEREES AND CREDITORS|Section 30-24-701 - NATURE OF TRANSFERABLE INTEREST.

30-24-701. NATURE OF TRANSFERABLE INTEREST. A transferable interest is personal property.  History: [30-24-701, added 2015, ch. 243, sec. 39, p. 861.]