reglab/housing_qa huggingface dataset:
6 DE Code § 17-1002. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter X. Derivative Actions|§ 17-1002. Proper plaintiff.

§ 17-1002. Proper plaintiff. In a derivative action, the plaintiff must be a partner or an assignee of a partnership interest at the time of bringing the action and:  (1) At the time of the transaction of which the plaintiff complains; or (2) The plaintiff's status as a partner or an assignee of a partnership interest had devolved upon the plaintiff by operation of law or pursuant to the terms of the partnership agreement from a person who was a partner or an assignee of a partnership interest at the time of the transaction.6 Del. C. 1953, §  1732;  59 Del. Laws, c. 105, §  1;  63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;  70 Del. Laws, c. 186, §  1;  71 Del. Laws, c. 340, §  18;
6 DE Code § 17-1003. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter X. Derivative Actions|§ 17-1003. Complaint.

§ 17-1003. Complaint. In a derivative action, the complaint shall set forth with particularity the effort, if any, of the plaintiff to secure initiation of the action by a general partner or the reasons for not making the effort. 6 Del. C. 1953, §  1732;  59 Del. Laws, c. 105, §  1;  63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;
6 DE Code § 17-1004. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter X. Derivative Actions|§ 17-1004. Expenses.

§ 17-1004. Expenses. If a derivative action is successful, in whole or in part, as a result of a judgment, compromise or settlement of any such action, the court may award the plaintiff reasonable expenses, including reasonable attorney's fees, from any recovery in any such action or from a limited partnership. 6 Del. C. 1953, §  1732;  59 Del. Laws, c. 105, §  1;  63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;  69 Del. Laws, c. 258, §  46;
6 DE Code § 17-1102. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1102. Short title.

§ 17-1102. Short title. This chapter may be cited as the “Delaware Revised Uniform Limited Partnership Act.” 6 Del. C. 1953, §  1728;  59 Del. Laws, c. 105, §  1;  63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;
6 DE Code § 17-1103. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1103. Severability.

§ 17-1103. Severability. If any provision of this chapter or its application to any person or circumstances is held invalid, the invalidity does not affect other provisions or applications of the chapter which can be given effect without the invalid provision or application, and to this end the provisions of this chapter are severable. 63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;
6 DE Code § 17-1104. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1104. Effective date and extended effective date.

§ 17-1104. Effective date and extended effective date. (a) All limited partnerships formed on or after January 1, 1983, the “effective date,” shall be governed by this chapter. (b) Except as provided in subsections (e) and (f) of this section, all limited partnerships formed on or after July 1, 1973, and prior to the effective date, under Chapter 17 of this title as hereby repealed, shall continue to be governed by that chapter until January 1, 1985, the “extended effective date,” at which time such limited partnerships shall be governed by this chapter. (c) Except as provided in subsection (e) of this section, a limited partnership formed prior to July 1, 1973, shall continue to be governed by Chapter 17 of this title in effect prior to the adoption of Chapter 17 of this title as hereby repealed, except that such limited partnership shall not be renewed except under this chapter. (d) Except as provided in subsection (e) of this section, subchapter IX of this chapter, dealing with foreign limited partnerships, is not effective until the extended effective date. (e) Any limited partnership formed prior to the effective date, and any foreign limited partnership, may elect to be governed by this chapter before the extended effective date by filing with the Secretary of State a certificate of limited partnership or an application for registration as a foreign limited partnership which complies with this chapter or a certificate of amendment which would cause its certificate of limited partnership to comply with this chapter and which specifically states that it is electing to be so bound. (f) With respect to a limited partnership formed on or after July 1, 1973, and prior to the effective date:  (1) On and after the extended effective date, such limited partnership need not file with the Secretary of State a certificate of amendment which would cause its certificate of limited partnership to comply with this chapter until the occurrence of an event which, under this chapter, requires the filing of a certificate of amendment; (2) Sections 17-501 and 17-502 of this title shall apply only to contributions and distributions made after the effective date; and (3) Section 17-704 of this title shall apply only to assignments made after the effective date.6 Del. C. 1953, §  1731;  59 Del. Laws, c. 105, §  1;  63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;  66 Del. Laws, c. 316, §  66;
6 DE Code § 17-1105. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1105. Cases not provided for in this chapter.

§ 17-1105. Cases not provided for in this chapter. In any case not provided for in this chapter, the Delaware Uniform Partnership Law in effect on July 11, 1999 [6 Del. C. § 1501, et seq.] and the rules of law and equity, including the law merchant, shall govern. 6 Del. C. 1953, §  1730;  59 Del. Laws, c. 105, §  1;  63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;  73 Del. Laws, c. 73, §  27;
6 DE Code § 17-1106. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1106. Prior law.

§ 17-1106. Prior law. Except as set forth in § 17-1104 of this title, [former] Chapter 17 of this title is hereby repealed. 63 Del. Laws, c. 420, §  1;  65 Del. Laws, c. 188, §  1;
6 DE Code § 17-1110. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XI. Miscellaneous|§ 17-1110. Cancellation of certificate of limited partnership or certificate of registered series for failure to pay annual tax.

§ 17-1110. Cancellation of certificate of limited partnership or certificate of registered series for failure to pay annual tax. (a) The certificate of limited partnership of a domestic limited partnership shall be canceled if the annual tax due under § 17-1109 of this title for the domestic limited partnership is not paid for a period of 3 years from the date it is due, such cancellation to be effective on the third anniversary of such due date. (b) The certificate of registered series shall be canceled if the annual tax due under § 17-1109 of this title is not paid for a period of 3 years from the date it is due, such cancellation to be effective on the third anniversary of such due date. (c) A list of those domestic limited partnerships and registered series whose certificates of limited partnership or certificates of registered series were canceled on June 1 of such calendar year pursuant to subsection (a) or (b) of this section shall be filed in the office of the Secretary of State. On or before October 31 of each calendar year, the Secretary of State shall publish such list on the Internet or on a similar medium for a period of 1 week and shall advertise the website or other address where such list can be accessed in at least 1 newspaper of general circulation in the State of Delaware. 70 Del. Laws, c. 78, §  29;  73 Del. Laws, c. 297, §  12;  76 Del. Laws, c. 104, §  40;  82 Del. Laws, c. 46, § 27;
6 DE Code § 17-1201 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1201. formed.

§ 17-1201 Law applicable to statutory public benefit limited partnerships; how formed. This subchapter applies to all statutory public benefit limited partnerships, as defined in § 17-1202(a) of this title. If a limited partnership is formed as or elects to become a statutory public benefit limited partnership in the manner prescribed in this section, it shall be subject in all respects to the provisions of this chapter, except to the extent this subchapter imposes additional or different requirements, in which case such additional or different requirements shall apply, and notwithstanding § 17-1101 of this title or any other provision of this title, such additional or different requirements imposed by this subchapter may not be altered in the partnership agreement. If a limited partnership is not formed as a statutory public benefit limited partnership, it may become a statutory public benefit limited partnership in the manner specified in its partnership agreement or by amending its partnership agreement and certificate of limited partnership to comply with the requirements of this subchapter. 82 Del. Laws, c. 46, § 30;  83 Del. Laws, c. 63, § 5;
6 DE Code § 17-1202 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1202. agreement.

§ 17-1202 Statutory public benefit limited partnership defined; contents of certificate of limited partnership and partnership agreement. (a) A “statutory public benefit limited partnership” is a for-profit limited partnership formed under and subject to the requirements of this chapter that is intended to produce a public benefit or public benefits and to operate in a responsible and sustainable manner. To that end, a statutory public benefit limited partnership shall be managed in a manner that balances the partners' pecuniary interests, the best interests of those materially affected by the limited partnership's conduct, and the public benefit or public benefits set forth in its partnership agreement and in its certificate of limited partnership. A statutory public benefit limited partnership shall state in its partnership agreement and in the heading of its certificate of limited partnership that it is a statutory public benefit limited partnership and shall set forth in its partnership agreement and in its certificate of limited partnership 1 or more specific public benefits to be promoted by the limited partnership. In the event of any inconsistency between the public benefit or benefits to be promoted by the limited partnership as set forth in its partnership agreement and in its certificate of limited partnership, the partnership agreement shall control as among the partners and other persons who are party to or otherwise bound by the partnership agreement. A general partner who becomes aware that the specific public benefit or benefits to be promoted by the limited partnership as set forth in its partnership agreement are inaccurately set forth in its certificate of limited partnership, shall promptly amend the certificate of limited partnership. Any provision in the partnership agreement or certificate of limited partnership of a statutory public benefit limited partnership that is inconsistent with this subchapter shall not be effective to the extent of such inconsistency. (b) “Public benefit” means a positive effect (or reduction of negative effects) on 1 or more categories of persons, entities, communities or interests (other than partners in their capacities as partners) including, but not limited to, effects of an artistic, charitable, cultural, economic, educational, environmental, literary, medical, religious, scientific or technological nature. “Public benefit provisions” means the provisions of a partnership agreement contemplated by this subchapter. 82 Del. Laws, c. 46, § 30;  83 Del. Laws, c. 63, § 6;
6 DE Code § 17-1204 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1204. persons.

§ 17-1204 Duties of general partners or other persons. (a) The general partners or other persons with authority to manage or direct the business and affairs of a statutory public benefit limited partnership shall manage or direct the business and affairs of the statutory public benefit limited partnership in a manner that balances the pecuniary interests of the partners, the best interests of those materially affected by the limited partnership's conduct, and the specific public benefit or public benefits set forth in its partnership agreement and certificate of limited partnership. Unless otherwise provided in a partnership agreement, no general partner or other person with authority to manage or direct the business and affairs of the statutory public benefit limited partnership shall have any liability for monetary damages for the failure to manage or direct the business and affairs of the statutory public benefit limited partnership as provided in this subsection. (b) A general partner of a statutory public benefit limited partnership or any other person with authority to manage or direct the business and affairs of the statutory public benefit limited partnership shall not, by virtue of the public benefit provisions or § 17-1202(a) of this title, have any duty to any person on account of any interest of such person in the public benefit or public benefits set forth in its partnership agreement and certificate of limited partnership or on account of any interest materially affected by the limited partnership's conduct and, with respect to a decision implicating the balance requirement in subsection (a) of this section, will be deemed to satisfy such person's fiduciary duties to limited partners and the limited partnership if such person's decision is both informed and disinterested and not such that no person of ordinary, sound judgment would approve. 82 Del. Laws, c. 46, § 30;  83 Del. Laws, c. 63, § 8;
6 DE Code § 17-1205 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1205. certification.

§ 17-1205 Periodic statements and third-party certification. A statutory public benefit limited partnership shall no less than biennially provide its limited partners with a statement as to the limited partnership's promotion of the public benefit or public benefits set forth in its partnership agreement and certificate of limited partnership and as to the best interests of those materially affected by the limited partnership's conduct. The statement shall include:  (1) The objectives that have been established to promote such public benefit or public benefits and interests; (2) The standards that have been adopted to measure the limited partnership's progress in promoting such public benefit or public benefits and interests; (3) Objective factual information based on those standards regarding the limited partnership's success in meeting the objectives for promoting such public benefit or public benefits and interests; and (4) An assessment of the limited partnership's success in meeting the objectives and promoting such public benefit or public benefits and interests.82 Del. Laws, c. 46, § 30;  83 Del. Laws, c. 63, § 9;
6 DE Code § 17-1206 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1206. suits.

§ 17-1206 Derivative suits. Limited partners of a statutory public benefit limited partnership or assignees of partnership interests in a statutory public benefit limited partnership owning individually or collectively, as of the date of instituting such derivative suit, at least 2% of the then-current percentage or other interest in the profits of the limited partnership or, in the case of a limited partnership with partnership interests listed on a national securities exchange, the lesser of such percentage or partnership interests of at least $2,000,000 in market value, may maintain a derivative lawsuit to enforce the requirements set forth in § 17-1204(a) of this title. 82 Del. Laws, c. 46, § 30;
6 DE Code § 17-1207 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1207. partnerships.

§ 17-1207 No effect on other limited partnerships. This subchapter shall not affect a statute or rule of law that is applicable to a limited partnership that is not a statutory public benefit limited partnership. 82 Del. Laws, c. 46, § 30;
6 DE Code § 17-1208 (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 17. Limited Partnerships|Subchapter XII. Statutory Public Benefit Limited Partnerships|§ 17-1208. means.

§ 17-1208 Accomplishment by other means. The provisions of this subchapter shall not be construed to limit the accomplishment by any other means permitted by law of the formation or operation of a limited partnership that is formed or operated for a public benefit (including a limited partnership that is designated as a public benefit limited partnership) that is not a statutory public benefit limited partnership. 82 Del. Laws, c. 46, § 30;
6 DE Code § 18-103. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 18. Limited Liability Company Act|Subchapter I. General Provisions|§ 18-103. Reservation of name.

§ 18-103. Reservation of name. (a) The exclusive right to the use of a name may be reserved by:  (1) Any person intending to organize a limited liability company under this chapter and to adopt that name; (2) Any person intending to form a registered series of a limited liability company under this chapter and to adopt that name in accordance with § 18-218(e) of this title; (3) Any domestic limited liability company or any foreign limited liability company registered in the State of Delaware which, in either case, proposes to change its name; (4) Any foreign limited liability company intending to register in the State of Delaware and adopt that name; and (5) Any person intending to organize a foreign limited liability company and intending to have it register in the State of Delaware and adopt that name. (b) The reservation of a specified name shall be made by filing with the Secretary of State an application, executed by the applicant, specifying the name to be reserved and the name and address of the applicant. If the Secretary of State finds that the name is available for use by a domestic or foreign limited liability company, the Secretary shall reserve the name for the exclusive use of the applicant for a period of 120 days. Once having so reserved a name, the same applicant may again reserve the same name for successive 120-day periods. The right to the exclusive use of a reserved name may be transferred to any other person by filing in the office of the Secretary of State a notice of the transfer, executed by the applicant for whom the name was reserved, specifying the name to be transferred and the name and address of the transferee. The reservation of a specified name may be canceled by filing with the Secretary of State a notice of cancellation, executed by the applicant or transferee, specifying the name reservation to be canceled and the name and address of the applicant or transferee. Unless the Secretary of State finds that any application, notice of transfer, or notice of cancellation filed with the Secretary of State as required by this subsection does not conform to law, upon receipt of all filing fees required by law the Secretary shall prepare and return to the person who filed such instrument a copy of the filed instrument with a notation thereon of the action taken by the Secretary of State. (c) A fee as set forth in § 18-1105(a)(1) of this title shall be paid at the time of the initial reservation of any name, at the time of the renewal of any such reservation and at the time of the filing of a notice of the transfer or cancellation of any such reservation. 68 Del. Laws, c. 434, §  1;  69 Del. Laws, c. 260, §  3;  70 Del. Laws, c. 186, §  1;  81 Del. Laws, c. 357, § 4;
6 DE Code § 18-107. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 18. Limited Liability Company Act|Subchapter I. General Provisions|§ 18-107. Business transactions of member or manager with the limited liability company.

§ 18-107. Business transactions of member or manager with the limited liability company. Except as provided in a limited liability company agreement, a member or manager may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume 1 or more obligations of, provide collateral for, and transact other business with, a limited liability company and, subject to other applicable law, has the same rights and obligations with respect to any such matter as a person who is not a member or manager. 68 Del. Laws, c. 434, §  1;  69 Del. Laws, c. 260, §  4;
6 DE Code § 18-108. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 18. Limited Liability Company Act|Subchapter I. General Provisions|§ 18-108. Indemnification.

§ 18-108. Indemnification. Subject to such standards and restrictions, if any, as are set forth in its limited liability company agreement, a limited liability company may, and shall have the power to, indemnify and hold harmless any member or manager or other person from and against any and all claims and demands whatsoever. 68 Del. Laws, c. 434, §  1;
6 DE Code § 18-111. (2021)
2021 Delaware Code|Title 6 - Commerce and Trade|Chapter 18. Limited Liability Company Act|Subchapter I. General Provisions|§ 18-111. Interpretation and enforcement of limited liability company agreement.

§ 18-111. Interpretation and enforcement of limited liability company agreement. Any action to interpret, apply or enforce the provisions of a limited liability company agreement, or the duties, obligations or liabilities of a limited liability company to the members or managers of the limited liability company, or the duties, obligations or liabilities among members or managers and of members or managers to the limited liability company, or the rights or powers of, or restrictions on, the limited liability company, members or managers, or any provision of this chapter, or any other instrument, document, agreement or certificate contemplated by any provision of this chapter, may be brought in the Court of Chancery. As used in this section, the term “manager” refers to a person:  (1) Who is a “manager” as defined in § 18-101 of this title; and  (2) Whether or not a member of a limited liability company, who, although not a “manager” as defined in § 18-101 of this title, participates materially in the management of the limited liability company;  provided however, that the power to elect or otherwise select or to participate in the election or selection of a person to be a “manager” as defined in § 18-101 of this title shall not, by itself, constitute participation in the management of the limited liability company.  69 Del. Laws, c. 260, §  6;  76 Del. Laws, c. 387, §  3;  77 Del. Laws, c. 58, §  1;  82 Del. Laws, c. 48, § 1;