6 DE Code § 17-1111. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1111. Revival of domestic limited partnership.

§ 17-1111. Revival of domestic limited partnership. (a) A domestic limited partnership whose certificate of limited partnership has been canceled pursuant to § 17-104(d) or (i)(4) or § 17-1110(a) of this title may be revived by filing in the office of the Secretary of State a certificate of revival accompanied by the payment of the fee required by § 17-1107(a)(3) of this title and payment of the annual tax due under § 17-1109 of this title and all penalties and interest thereon due at the time of the cancellation of its certificate of limited partnership. The certificate of revival shall set forth:  (1) The name of the limited partnership at the time its certificate of limited partnership was canceled and, if such name is not available at the time of revival, the name under which the limited partnership is to be revived; (2) The date of filing of the original certificate of limited partnership of the limited partnership; (3) The address of the limited partnership's registered office in the State of Delaware and the name and address of the limited partnership's registered agent in the State of Delaware; (4) A statement that the certificate of revival is filed by 1 or more general partners of the limited partnership authorized to execute and file the certificate of revival to revive the limited partnership; and (5) Any other matters the general partner or general partners executing the certificate of revival determine to include therein. (b) The certificate of revival shall be deemed to be an amendment to the certificate of limited partnership of the limited partnership, and the limited partnership shall not be required to take any further action to amend its certificate of limited partnership under § 17-202 of this title with respect to the matters set forth in the certificate of revival. (c) Upon the filing of a certificate of revival, a limited partnership and all registered series thereof that have been formed and whose certificate of registered series has not been cancelled prior to the cancellation of the certificate of limited partnership shall be revived with the same force and effect as if its certificate of limited partnership had not been canceled pursuant to § 17-104(d), § 17-104(i)(4) or § 17-1110(a) of this title. Such revival shall validate all contracts, acts, matters and things made, done and performed by the limited partnership, its partners, employees and agents during the time when its certificate of limited partnership was canceled pursuant to § 17-104(d), § 17-104(i)(4) or § 17-1110(a) of this title, with the same force and effect and to all intents and purposes as if the certificate of limited partnership had remained in full force and effect. All real and personal property, and all rights and interests, which belonged to the limited partnership at the time its certificate of limited partnership was canceled pursuant to § 17-104(d), § 17-104(i)(4) or § 17-1110(a) of this title, or which were acquired by the limited partnership following the cancellation of its certificate of limited partnership pursuant to § 17-104(d), § 17-104(i)(4) or § 17-1110(a) of this title, and which were not disposed of prior to the time of its revival, shall be vested in the limited partnership after its revival as fully as they were held by the limited partnership at, and after, as the case may be, the time its certificate of limited partnership was canceled pursuant to § 17-104(d), § 17-104(i)(4) or § 17-1110(a) of this title. After its revival, the limited partnership and its partners shall have the same liability for all contracts, acts, matters and things made, done or performed in the limited partnership's name and on its behalf by its partners, employees and agents as the limited partnership and its partners would have had if the limited partnership's certificate of limited partnership had at all times remained in full force and effect. 70 Del. Laws, c. 78, §  30;  75 Del. Laws, c. 414, §§  43, 44;  77 Del. Laws, c. 78, §  24;  82 Del. Laws, c. 46, § 28;