reglab/housing_qa huggingface dataset:
UT Code § 48-3a-401 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 4 - Relations of Members to Each Other and to Limited Liability Company|Section 401 - Becoming a member.

48-3a-401. Becoming a member.    (1) If a limited liability company is to have only one member upon formation, the person becomes a member as agreed by that person and the organizer of the limited liability company. That person and the organizer may be, but need not be, different persons. If different, the organizer acts on behalf of the initial member.     (2) If a limited liability company is to have more than one member upon formation, those persons become members as agreed by the persons before the formation of the limited liability company. The organizer acts on behalf of the persons in forming the limited liability company and may be, but need not be, one of the persons.     (3) After formation of a limited liability company, a person becomes a member:   (a) as provided in the operating agreement;     (b) as the result of a transaction effective under Part 10, Merger, Interest Exchange, Conversion, and Domestication;     (c) with the consent of all the members; or     (d) as provided in Subsection 48-3a-701(3).       (4) A person may become a member without:   (a) acquiring a transferable interest; or     (b) making or being obligated to make a contribution to the limited liability company.      Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-402 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 4 - Relations of Members to Each Other and to Limited Liability Company|Section 402 - Form of contribution.

48-3a-402. Form of contribution.  A contribution may consist of property transferred to, services performed for, or another benefit provided to the limited liability company or an agreement to transfer property to, perform services for, or provide another benefit to the company.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-403 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 4 - Relations of Members to Each Other and to Limited Liability Company|Section 403 - Liability for contributions.

48-3a-403. Liability for contributions.    (1) A person's obligation to make a contribution to a limited liability company is not excused by the person's death, disability, or other inability to perform personally.     (2) 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 liability company to contribute money equal to the value of the part of the contribution which has not been made.     (3) The obligation of a person to make a contribution may be compromised only by consent of all members. If a creditor of a limited liability company extends credit or otherwise acts in reliance on an obligation described in Subsection (1) without notice of a compromise under this Subsection (3), the creditor may enforce the obligation.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-404 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 4 - Relations of Members to Each Other and to Limited Liability Company|Section 404 - Sharing of and right to distributions before dissolution.

48-3a-404. Sharing of and right to distributions before dissolution.    (1) Any distributions made by a limited liability company before its dissolution and winding up must be in equal shares among members and persons dissociated as members, except to the extent necessary to comply with a transfer effective under Section 48-3a-502 or charging order in effect under Section 48-3a-503.     (2) A person has a right to a distribution before the dissolution and winding up of a limited liability company only if the limited liability company decides to make an interim distribution. A person's dissociation does not entitle the person to a distribution.     (3) A person does not have a right to demand or receive a distribution from a limited liability company in any form other than money. Except as otherwise provided in Subsection 48-3a-711(4), a limited liability company 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.     (4) If a member or transferee becomes entitled to receive a distribution, the member or transferee has the status of, and is entitled to all remedies available to, a creditor of the limited liability company with respect to the distribution. However, the limited liability company's obligation to make a distribution is subject to offset for any amount owed to the limited liability company by the member or a person dissociated as a member on whose account the distribution is made.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-406 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 4 - Relations of Members to Each Other and to Limited Liability Company|Section 406 - Liability for improper distributions.

48-3a-406. Liability for improper distributions.    (1) Except as otherwise provided in Subsection (2), if a member of a member-managed limited liability company or manager of a manager-managed limited liability company consents to a distribution made in violation of Section 48-3a-405 and in consenting to the distribution fails to comply with Section 48-3a-409, the member or manager is personally liable to the limited liability company for the amount of the distribution which exceeds the amount that could have been distributed without the violation of Section 48-3a-405.     (2) To the extent the operating agreement of a member-managed limited liability company expressly relieves a member of the authority and responsibility to consent to distributions and imposes that authority and responsibility on one or more other members, the liability stated in Subsection (1) applies to the other members and not the member that the operating agreement relieves of authority and responsibility.     (3) A person that receives a distribution knowing that the distribution violated Section 48-3a-405 is personally liable to the limited liability company but only to the extent that the distribution received by the person exceeded the amount that could have been properly paid under Section 48-3a-405.     (4) A person against which an action is commenced because the person is liable under Subsection (1) may:   (a) implead any other person that is liable under Subsection (1) and seek to enforce a right of contribution from the person; and     (b) implead any person that received a distribution in violation of Subsection (3) and seek to enforce a right of contribution from the person in the amount the person received in violation of Subsection (3).       (5) An action under this section is barred unless commenced not later than two years after the distribution.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-408 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 4 - Relations of Members to Each Other and to Limited Liability Company|Section 408 - Reimbursement, indemnification, advancement, and insurance.

48-3a-408. Reimbursement, indemnification, advancement, and insurance.    (1) A limited liability company shall reimburse a member of a member-managed limited liability company or the manager of a manager-managed limited liability company for any payment made by the member or manager in the course of the member's or manager's activities on behalf of the limited liability company, if the member or manager complied with Sections 48-3a-407 and 48-3a-409 in making the payment.     (2) A limited liability company 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 member or manager, if the claim, demand, debt, obligation, or other liability does not arise from the person's breach of Section 48-3a-405, 48-3a-407, or 48-3a-409.     (3) In the ordinary course of its activities and affairs, a limited liability company 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 member or manager, if the person promises to repay the limited liability company if the person ultimately is determined not to be entitled to be indemnified under Subsection (2).     (4) A limited liability company may purchase and maintain insurance on behalf of a member or manager of the limited liability company against liability asserted against or incurred by the member or manager in that capacity or arising from that status even if, under Subsection 48-3a-112(3)(g), the operating agreement could not eliminate or limit the person's liability to the limited liability company for the conduct giving rise to the liability.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-501 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 5 - Transferable Interest and Rights of Transferees and Creditors|Section 501 - Nature of transferable interest.

48-3a-501. Nature of transferable interest.  A transferable interest is personal property.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-502 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 5 - Transferable Interest and Rights of Transferees and Creditors|Section 502 - Transfer of transferable interest.

48-3a-502. Transfer of transferable interest.    (1) Subject to Subsection 48-3a-503(6), a transfer, in whole or in part, of a transferable interest:   (a) is permissible;     (b) does not by itself cause a member's dissociation or a dissolution and winding up of the limited liability company's activities and affairs; and     (c) subject to Section 48-3a-504, does not entitle the transferee to:   (i) participate in the management or conduct of the limited liability company's activities and affairs; or     (ii) except as otherwise provided in Subsection (3), have access to records or other information concerning the limited liability company's activities and affairs.         (2) A transferee has the right to receive, in accordance with the transfer, distributions to which the transferor would otherwise be entitled.     (3) In a dissolution and winding up of a limited liability company, a transferee is entitled to an account of the limited liability company's transactions only from the date of dissolution.     (4) A transferable interest may be evidenced by a certificate of the interest issued by the limited liability company in a record, and, subject to this section, the interest represented by the certificate may be transferred by a transfer of the certificate.     (5) A limited liability company need not give effect to a transferee's rights under this section until the limited liability company knows or has notice of the transfer.     (6) A transfer of a transferable interest in violation of a restriction on transfer contained in the operating agreement is ineffective as to a person having knowledge or notice of the restriction at the time of transfer.     (7) Except as otherwise provided in Subsection 48-3a-602(5)(b), if a member transfers a transferable interest, the transferor retains the rights of a member other than the transferable interest transferred and retains all the duties and obligations of a member.     (8) If a member transfers a transferable interest to a person that becomes a member with respect to the transferred interest, the transferee is liable for the member's obligations under Section 48-3a-403 and Subsection 48-3a-406(3) known to the transferee when the transferee becomes a member.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-504 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 5 - Transferable Interest and Rights of Transferees and Creditors|Section 504 - Power of legal representative of deceased member.

48-3a-504. Power of legal representative of deceased member.  If a member dies, the deceased member's legal representative may exercise:  (1) the rights of a transferee provided in Subsection 48-3a-502(3); and     (2) for the purposes of settling the estate, the rights the deceased member had under Section 48-3a-410.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-601 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 6 - Dissociation|Section 601 - Power to dissociate as member -- Wrongful dissociation.

48-3a-601. Power to dissociate as member -- Wrongful dissociation.    (1) A person has the power to dissociate as a member at any time, rightfully or wrongfully, by withdrawing as a member by express will under Subsection 48-3a-602(1).     (2) A person's dissociation as a member is wrongful only if the dissociation:   (a) is in breach of an express provision of the operating agreement; or     (b) occurs before the completion of the winding up of the limited liability company and:   (i) the person withdraws as a member by express will;     (ii) the person is expelled as a member by judicial order under Subsection 48-3a-602(6);     (iii) the person is dissociated under Subsection 48-3a-602(8); or     (iv) 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 member because it willfully dissolved or terminated.         (3) A person that wrongfully dissociates as a member is liable to the limited liability company and, subject to Section 48-3a-801, to the other members for damages caused by the dissociation. The liability is in addition to any debt, obligation, or other liability of the member to the limited liability company or the other members.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-603 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 6 - Dissociation|Section 603 - Effect of dissociation.

48-3a-603. Effect of dissociation.    (1) If a person is dissociated as a member:   (a) the person's right to participate as a member in the management and conduct of the company's activities and affairs terminates;     (b) if the limited liability company is member-managed, the person's duties and obligations under Section 48-3a-409 as a member end with regard to matters arising and events occurring after the person's dissociation; and     (c) subject to Section 48-3a-504 and Part 10, Merger, Interest Exchange, Conversion, and Domestication, any transferable interest owned by the person in the person's capacity as a member immediately before dissociation as a member is owned by the person solely as a transferee.       (2) A person's dissociation as a member does not of itself discharge the person from any debt, obligation, or other liability to the limited liability company or the other members which the person incurred while a member.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-701 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 7 - Dissolution and Winding up|Section 701 - Events causing dissolution.

48-3a-701. Events causing dissolution.  A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following:  (1) an event or circumstance that the operating agreement states causes dissolution;     (2) the consent of all the members;     (3) the passage of 90 consecutive days during which the limited liability company has no members unless:   (a) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and     (b) at least one person becomes a member in accordance with the consent;       (4) on application by a member, the entry by the district court of an order dissolving the limited liability company on the grounds that:   (a) the conduct of all or substantially all of the limited liability company's activities and affairs is unlawful; or     (b) it is not reasonably practicable to carry on the limited liability company's activities and affairs in conformity with the certificate of organization and the operating agreement;       (5) on application by a member, the entry by the district court of an order dissolving the limited liability company on the grounds that the managers or those members in control of the limited liability company:   (a) have acted, are acting, or will act in a manner that is illegal or fraudulent; or     (b) have acted, are acting, or will act in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or       (6) the signing and filing of a statement of administrative dissolution by the division under Subsection 48-3a-708(3).    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-704 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 7 - Dissolution and Winding up|Section 704 - Rescinding dissolution.

48-3a-704. Rescinding dissolution.    (1) A limited liability company may rescind its dissolution, unless a statement of termination applicable to the limited liability company is effective, the district court has entered an order under Subsection 48-3a-701(4) or (5) dissolving the limited liability company, or the division has dissolved the limited liability company under Section 48-3a-708.     (2) Rescinding dissolution under this section requires:   (a) the consent of each member;     (b) if a statement of dissolution applicable to the limited liability company has been filed by the division but has not become effective, the delivery to the division for filing of a statement of withdrawal under Section 48-3a-207 applicable to the statement of dissolution; and     (c) if a statement of dissolution applicable to the limited liability company is effective, the delivery to the division for filing of a statement of correction under Section 48-3a-208 stating that dissolution has been rescinded under this section.       (3) If a limited liability company rescinds its dissolution:   (a) the limited liability company resumes carrying on its activities and affairs as if dissolution had never occurred;     (b) subject to Subsection (3)(c), any liability incurred by the limited liability company after the dissolution and before the rescission is effective is determined as if dissolution had never occurred; and     (c) the rights of a third party arising out of conduct in reliance on the dissolution before the third party knew or had notice of the rescission may not be adversely affected.      Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-705 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 7 - Dissolution and Winding up|Section 705 - Known claims against dissolved limited liability company.

48-3a-705. Known claims against dissolved limited liability company.    (1) A dissolved limited liability company in winding up may dispose of the known claims against it by following the procedures described in this section.     (2) A limited liability company in winding up, electing to dispose of known claims pursuant to this section, may give written notice of the limited liability company's dissolution to known claimants at any time after the effective date of the dissolution. The written notice must:   (a) describe the information that must be included in a claim;     (b) provide an address to which written notice of any claim must be given to the limited liability company;     (c) state the deadline, which may not be fewer than 120 days after the effective date of the notice, by which the dissolved limited liability company must receive the claim; and     (d) state that, unless sooner barred by another state statute limiting actions, the claim will be barred if not received by the deadline.       (3) Unless sooner barred by another state statute limiting actions, a claim against the dissolved limited liability company is barred if:   (a) a claimant was given notice under Subsection (2) and the claim is not received by the dissolved limited liability company by the deadline; or     (b) the dissolved limited liability company delivers to the claimant written notice of rejection of the claim within 90 days after receipt of the claim and the claimant whose claim was rejected by the dissolved limited liability company does not commence a proceeding to enforce the claim within 90 days after the effective date of the rejection notice.       (4) Claims which are not rejected by the dissolved limited liability company in writing within 90 days after receipt of the claim by the dissolved limited liability company shall be considered approved.     (5) The failure of the dissolved limited liability company to give notice to any known claimant pursuant to Subsection (2) does not affect the disposition under this section of any claim held by any other known claimant.     (6) This section does not apply to a claim based on an event occurring after the effective date of dissolution or a liability that on that date is contingent.    Enacted by Chapter 412, 2013 General Session