reglab/housing_qa huggingface dataset:
NY Pship L § 121-301 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-301 - Admission of Limited Partners.

§  121-301.  Admission  of  limited  partners.  (a) A person becomes a limited partner on the later of:  (1)  the  effective  date  of  the  original  certificate  of  limited partnership; or  (2) the date as of which the person becomes a limited partner pursuant to  the  partnership  agreement; provided, however, that if such date is not ascertainable, the  date  stated  in  the  records  of  the  limited partnership.  (b)  After  the  effective  date  of  a limited partnership's original certificate of limited partnership,  a  person  may  be  admitted  as  a limited partner:  (1)  in the case of a person acquiring a partnership interest directly from the limited  partnership,  upon  compliance  with  the  partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners; and  (2)  in the case of an assignee of a partnership interest of a partner who has the power, as provided in section 121-704 of  this  article,  to grant  the  assignee  the  right  to  become a limited partner, upon the exercise of that power and compliance with any conditions  limiting  the grant or exercise of the power.
NY Pship L § 121-302 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-302 - Classes and Voting by Limited Partners.

§  121-302.  Classes and voting by limited partners. (a) A partnership agreement may provide for classes or groups of limited  partners  having such  relative  rights  and  powers  as  the  partnership  agreement may provide, and may make provision for the future creation  in  the  manner provided  in  the partnership agreement of additional classes of limited partners having such relative rights and powers as may from time to time be established pursuant to the partnership  agreement  including  rights and   duties  senior  to  existing  classes  of  limited  partners.  The partnership agreement may grant to or withhold from all or one  or  more classes of limited partners the right to vote, on a per capita, class or other basis, upon any matter.  (b) A partnership agreement which grants a right to vote may set forth provisions  relating  to  notice  of  the  time, place or purpose of any meeting at which any matter is to be voted on by any  limited  partners, waiver  of  any  such  notice,  action by consent without a meeting, the establishment of a record date, quorum requirements, voting in person or by proxy, or any other matter with respect to the exercise of  any  such right to vote.
NY Pship L § 121-304 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-304 - Person Erroneously Believing Himself a Limited Partner.

§ 121-304. Person erroneously believing himself a limited partner. (a) Except  as  provided  in  subdivision  (b) of this section, a person who makes a contribution to a limited partnership  and  erroneously  but  in good  faith believes that he has become a limited partner in the limited partnership is not a general partner in the limited partnership  and  is not  bound  by  its  obligations  by  reason of making the contribution, receiving distributions from the limited partnership or  exercising  any rights of a limited partner, if, on ascertaining the mistake, he:  (1)  causes  an  accurate  certificate  of  limited  partnership  or a certificate of amendment to be executed and filed; or  (2) withdraws from the partnership by executing and delivering to  the limited  partnership  a  written  notice declaring withdrawal under this section.  (b) A person who  makes  a  contribution  of  the  kind  described  in subdivision  (a)  of  this section is liable as a general partner to any third party who transacts business  with  the  limited  partnership  (i) before  the  person withdraws and an appropriate certificate is filed to show withdrawal, or (ii) before an appropriate certificate is  filed  to show  that  he  is not a general partner, but in either case only if the third party  reasonably  believed,  based  upon  the  limited  partner's conduct,  that  the  limited  partner was a general partner and extended credit to the partnership in reasonable reliance on the credit  of  such person.
NY Pship L § 121-401 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-401 - Admission of Additional General Partners.

§  121-401.  Admission  of  additional  general  partners.  After  the   effective date of  the  original  certificate  of  limited  partnership,   additional   general  partners  may  be  admitted  as  provided  in  the   partnership agreement, or if the partnership agreement does not  provide   for  the  admission  of  additional  general  partners, with the written   consent of all partners.
NY Pship L § 121-403 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-403 - General Powers and Liabilities.

§  121-403.  General powers and liabilities. (a) Except as provided in this article or in the partnership agreement, a  general  partner  of  a limited  partnership  has  the  rights  and powers and is subject to the restrictions of a partner in a partnership without limited partners.  (b) Except as provided in this article, a general partner of a limited partnership has the liabilities of a partner in  a  partnership  without limited  partners  to persons other than the limited partnership and the other partners.  (c)  Except  as  provided  in  this  article  or  in  the  partnership agreement,   a   general  partner  of  a  limited  partnership  has  the liabilities of a partner in a partnership without  limited  partners  to the limited partnership and to the other partners.
NY Pship L § 121-404 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-404 - Contributions by a General Partner.

§  121-404. Contributions by a general partner. A general partner of a   limited partnership shall make contributions to the limited  partnership   and  share  in the profits and losses of, and in distributions from, the   limited partnership as a general partner. A  person  who  is  a  general   partner  also  may  make contributions and share in profits, losses, and   distributions as a limited partner. A  person  who  is  both  a  general   partner  and a limited partner has the rights and powers, and is subject   to the restrictions and liabilities, of a general partner and, except as   provided in the partnership agreement, also has the rights  and  powers,   and  is  subject to the restrictions, of a limited partner to the extent   of his participation in the partnership as a limited partner.
NY Pship L § 121-405 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-405 - Classes and Voting by General Partners.

§  121-405.  Classes and voting by general partners. (a) A partnership agreement may provide for classes or groups of general  partners  having such  relative  rights  and  powers  as  the  partnership  agreement may provide, and may make provision for the future creation  in  the  manner provided  in  the partnership agreement of additional classes of general partners having such relative rights and powers as may from time to time be established pursuant to the partnership  agreement  including  rights and   powers  senior  to  existing  classes  of  general  partners.  The partnership agreement may grant to all or to  one  or  more  classes  of general  partners  the  right  to  vote, on a per capita, class or other basis, upon any matter.  (b) A partnership agreement  may  set  forth  provisions  relating  to notice  of the time, place or purpose of any meeting at which any matter is to be voted on by any general partners, waiver of  any  such  notice, action by consent without a meeting, the establishment of a record date, quorum  requirements,  voting in person or by proxy, or any other matter with respect to the exercise of any such right to vote.
NY Pship L § 121-501 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-501 - Form of Contribution.

§  121-501. Form of contribution. The contribution of a partner may be   in cash, property, or services rendered, or a promissory note  or  other   obligation to contribute cash or property or to render services.
NY Pship L § 121-502 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-502 - Liability for Contributions.

§  121-502. Liability for contributions. (a) Except as provided in the partnership agreement, a partner is obligated to perform any promise, to contribute cash or property or to perform services  which  is  otherwise enforceable  in  accordance with applicable law, even if he is unable to perform because of death, disability or any other  reason.    Except  as provided  in  the  partnership agreement, if a partner does not make any required contribution of property or services, he is  obligated  at  the option  of  the  limited  partnership  to  contribute cash equal to that portion of the value, as stated in the partnership records if so stated, of the contribution that has not been made. The foregoing  option  shall be  in  addition to, and not in lieu of, any other rights, including the right to specific performance, that the  limited  partnership  may  have against such partner under the partnership agreement or applicable law.  (b)  Unless otherwise provided in the partnership agreement and except as provided in section 121-705 of this  article,  the  obligation  of  a partner to make a contribution or to return money or other property paid or  distributed  in violation of this article may be compromised only by consent of all the partners. Notwithstanding the compromise, a  creditor of  a  limited  partnership  who  extends  credit  in  reliance  on that obligation  may  enforce  the  original  obligation  to  the  extent  he reasonably relied on such obligation.  (c)  A  partnership  agreement  may  provide  that the interest of any partner who fails to make any required contribution shall be subject  to specified  consequences of such failure.  Such consequences may take the form of reducing or eliminating the defaulting partner's interest in the limited partnership, subordinating his partnership interest to  that  of nondefaulting  partners,  a forced sale of his partnership interest, the lending  by  other  partners  of  the  amount  necessary  to  meet   his commitment,  a  fixing  of  the  value  of  his  partnership interest by appraisal or by formula  and  redemption  or  sale  of  his  partnership interest at such value, or other consequences.
NY Pship L § 121-503 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-503 - Sharing of Profits and Losses.

§  121-503. Sharing of profits and losses. The profits and losses of a   limited partnership shall be allocated among the partners, and among the   classes  of  partners,  in  the  manner  provided  in  the   partnership   agreement. If the partnership agreement does not so provide, profits and   losses  shall  be  allocated on the basis of the value, as stated in the   records of the limited partnership if so stated, of  the  contributions,   but  not  including defaulted obligations to make contributions, of each   partner to the extent they have been received  by  or  promised  to  the   limited partnership and have not been returned.
NY Pship L § 121-504 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-504 - Sharing of Distributions.

§  121-504.  Sharing  of distributions. Distributions of cash or other   assets of a limited partnership shall be allocated among  the  partners,   and among classes of partners, in the manner provided in the partnership   agreement  which  may,  among  other  things, establish record dates for   distributions.   If the  partnership  agreement  does  not  so  provide,   distributions shall be allocated on the basis of the value, as stated in   the   records   of  the  limited  partnership,  if  so  stated,  of  the   contributions,  but  not  including  defaulted   obligations   to   make   contributions,  of each partner to the extent they have been received by   or promised to the limited partnership and have not been returned.
NY Pship L § 121-601 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-601 - Interim Distributions.

§  121-601. Interim distributions. Except as provided in this article,   a  partner  is  entitled  to  receive  distributions  from   a   limited   partnership  before  his  withdrawal  from  the  limited partnership and   before the dissolution and winding up thereof to the extent and  at  the   times  or  upon the happening of the events specified in the partnership   agreement.
NY Pship L § 121-602 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-602 - Withdrawal of a General Partner.

§  121-602.  Withdrawal  of  a  general partner. A general partner may   withdraw from a limited partnership at any time by giving written notice   to the other partners, but if the withdrawal  violates  the  partnership   agreement,  the  limited  partnership  may  recover from the withdrawing   general partner damages for breach of the partnership  agreement,  which   may  be determined as set forth in the partnership agreement, and offset   the damages against the amount otherwise distributable to him.
NY Pship L § 121-603 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-603 - Withdrawal of a Limited Partner.

§ 121-603. Withdrawal of a limited partner.  (a) A limited partner may withdraw from a limited partnership at the time or upon the happening of events specified in the partnership agreement and in accordance with the partnership  agreement.   Notwithstanding anything to the contrary under applicable law, unless a partnership  agreement  provides  otherwise,  a limited partner may not withdraw from a limited partnership prior to the dissolution  and  winding up of the limited partnership. Notwithstanding anything to the contrary under applicable law, a  partnership  agreement may provide that a partnership interest may not be assigned prior to the dissolution and winding up of the limited partnership.  (b)  A  limited  partnership  whose  original  certificate  of limited partnership was filed with the secretary of state and effective prior to the effective date of this subdivision shall continue to be governed  by this section as in effect on such date and shall not be governed by this section, unless otherwise provided in the partnership agreement.
NY Pship L § 121-604 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-604 - Right to Distribution Upon Withdrawal.

§  121-604.  Right to distribution upon withdrawal. Except as provided   in this article upon withdrawal any withdrawing partner is  entitled  to   receive  any  distribution to which he is entitled under the partnership   agreement and, if not otherwise provided in the  partnership  agreement,   he  is  entitled  to receive, within a reasonable time after withdrawal,   the fair value of his interest in the limited partnership as of the date   of withdrawal based upon his right to share in  distributions  from  the   limited partnership.
NY Pship L § 121-605 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-605 - Distribution in Kind.

§ 121-605. Distribution in kind. Except as provided in the partnership   agreement,  a partner, regardless of the nature of his contribution, has   no  right  to  demand  and  receive  any  distribution  from  a  limited   partnership  in  any  form  other  than  cash. Except as provided in the   partnership agreement, a partner  may  not  be  compelled  to  accept  a   distribution  of  any  asset  in  kind from a limited partnership to the   extent that the percentage of the asset distributed  to  him  exceeds  a   percentage  of  that  asset which is equal to the percentage in which he   shares in distributions from the limited partnership.
NY Pship L § 121-606 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-606 - Right to Distribution.

§  121-606.  Right  to  distribution.  Subject to sections 121-607 and   121-804 of this article, at the  time  a  partner  becomes  entitled  to   receive  a  distribution,  he  has the status of, and is entitled to all   remedies available to,  a  creditor  of  the  limited  partnership  with   respect to the distribution.
NY Pship L § 121-607 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-607 - Limitations on Distribution.

§  121-607.  Limitations  on  distribution.  (a) A limited partnership shall not make a distribution to a partner to the extent  that,  at  the time  of  the distribution, after giving effect to the distribution, all liabilities of  the  limited  partnership,  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,  exceed the fair market value of the assets of the limited partnership, except that the fair market 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.  (b) A limited partner who receives  a  distribution  in  violation  of subdivision  (a)  of  this  section,  and  who  knew  at the time of the distribution that the distribution  violated  subdivision  (a)  of  this section,  shall  be  liable to the limited partnership for the amount of the distribution.   A limited partner who  receives  a  distribution  in violation  of  subdivision  (a) of this section, and who did not know at the time of the distribution that the distribution violated  subdivision (a)  of  this  section,  shall  not  be  liable  for  the  amount of the distribution.    Subject  to  subdivision  (c)  of  this  section,  this subdivision  shall  not  affect any obligation or liability of a limited partner under a partnership agreement or other applicable  law  for  the amount of a distribution.  (c) Unless otherwise agreed, a limited partner who receives a wrongful distribution  from  a  limited partnership shall have no liability under this article or other applicable law for the amount of the  distribution after the expiration of three years from the date of the distribution.
NY Pship L § 121-701 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-701 - Nature of Partnership Interest.

§  121-701.  Nature  of partnership interest. An interest in a limited   partnership is personal property  and  a  partner  has  no  interest  in   specific partnership property.
NY Pship L § 121-702 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-702 - Assignment of Partnership Interest.

§  121-702. Assignment of partnership interest. (a) Except as provided in the partnership agreement,  (1) A partnership interest is assignable in whole or in part;  (2) An assignment of  a  partnership  interest  does  not  dissolve  a limited partnership or entitle the assignee to become or to exercise any rights or powers of a partner;  (3)  The  only  effect  of an assignment is to entitle the assignee to receive, to the extent assigned, the distributions  and  allocations  of profits and losses to which the assignor would be entitled; and  (4) A partner ceases to be a partner and to have the power to exercise any  rights  or  powers  of  a  partner  upon  assignment  of all of his partnership interest.  Unless  otherwise  provided  in  the  partnership agreement,  the  pledge of, or the granting of a security interest, lien or other encumbrance in or  against,  any  or  all  of  the  partnership interest  of  a  partner  shall  not  cause the partner to cease to be a partner or to have the power to exercise  any  rights  or  powers  of  a partner.  (b)  The  partnership  agreement  may provide that a limited partner's interest may be evidenced by a certificate issued by the partnership and may also provide for the assignment or transfer of any of  the  interest represented by such a certificate. A limited partner's interest may be a certificated  security  or an uncertificated security within the meaning of section 8--102 of the uniform commercial code if the requirements  of section  8--103(c) are met, and if the requirements are not met shall be deemed to be a general intangible.  (c) Unless otherwise provided in a partnership agreement and except to the extent assumed by agreement, until  an  assignee  of  a  partnership interest  becomes  a  partner, the assignee shall have no liability as a partner solely as a result of the assignment.
NY Pship L § 121-703 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-703 - Rights of Creditor.

§  121-703. Rights of creditor. On application to a court of competent   jurisdiction by any judgment creditor of a partner, the court may charge   the partnership interest of the partner with payment of the  unsatisfied   amount  of  the  judgment  with  interest. To the extent so charged, the   judgment creditor has only the rights of an assignee of the  partnership   interest.  This  article  does not deprive any partner of the benefit of   any exemption laws applicable to his partnership interest.
NY Pship L § 121-704 (2021)
2021 New York Laws PTR - Partnership Article 8-A - Revised Limited Partnership Act 121-704 - Right of Assignee to Become Limited Partner.

§  121-704.  Right  of  assignee  to  become  limited  partner. (a) An assignee of a partnership interest, including an assignee of  a  general partner,  may  become  a  limited  partner if (i) the assignor gives the assignee  that  right  in  accordance  with  authority  granted  in  the partnership agreement, or (ii) all partners consent in writing, or (iii) to the extent that the partnership agreement so provides.  (b)  An  assignee  who has become a limited partner has, to the extent assigned, the rights and powers, and is subject to the restrictions  and liabilities,  of  a  limited partner under the partnership agreement and this article. Notwithstanding the foregoing, unless  otherwise  provided in  the partnership agreement, an assignee who becomes a limited partner is liable for the obligations of his assignor to make  contributions  as provided in section 121-502 of this article, but shall not be liable for the  obligations  of  his assignor under sections 121-603 and 121-607 of this article. However, the assignee is not  obligated  for  liabilities, including  the  obligations  of  his  assignor  to make contributions as provided in section 121-502 of this article, unknown to the assignee  at the time he becomes a limited partner.