reglab/housing_qa huggingface dataset:
ID Code § 30-23-302 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 3 - RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP|Section 30-23-302 - TRANSFER OF PARTNERSHIP PROPERTY.

30-23-302. TRANSFER OF PARTNERSHIP PROPERTY. (a) Partnership property may be transferred as follows: (1) Subject to the effect of a statement of partnership authority under section 30-23-303, Idaho Code, partnership property held in the name of the partnership may be transferred by an instrument of transfer executed by a partner in the partnership name. (2) Partnership property held in the name of one (1) or more partners with an indication in the instrument transferring the property to them of their capacity as partners or of the existence of a partnership, but without an indication of the name of the partnership, may be transferred by an instrument of transfer executed by the persons in whose name the property is held. (3) Partnership property held in the name of one (1) or more persons other than the partnership, without an indication in the instrument transferring the property to them of their capacity as partners or of the existence of a partnership, may be transferred by an instrument of transfer executed by the persons in whose name the property is held. (b) A partnership may recover partnership property from a transferee only if it proves that execution of the instrument of initial transfer did not bind the partnership under section 30-23-301, Idaho Code, and: (1) As to a subsequent transferee who gave value for property transferred under subsection (a)(1) and (2) of this section, proves that the subsequent transferee knew or had been notified that the person who executed the instrument of initial transfer lacked authority to bind the partnership; or (2) As to a transferee who gave value for property transferred under subsection (a)(3) of this section, proves that the transferee knew or had been notified that the property was partnership property and that the person who executed the instrument of initial transfer lacked authority to bind the partnership. (c) A partnership may not recover partnership property from a subsequent transferee if the partnership would not have been entitled to recover the property, under subsection (b) of this section, from any earlier transferee of the property. (d) If a person holds all the partners’ interests in the partnership, all the partnership property vests in that person. The person may sign a record in the name of the partnership to evidence vesting of the property in that person and may file or record the record.  History: [30-23-302, added 2015, ch. 243, sec. 25, p. 814.]
ID Code § 30-23-304 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 3 - RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP|Section 30-23-304 - STATEMENT OF DENIAL.

30-23-304. STATEMENT OF DENIAL. A person named in a filed statement of authority granting that person authority may deliver to the secretary of state for filing a statement of denial that:  (1) Provides the name of the partnership and the caption of the statement of authority to which the statement of denial pertains; and  (2) Denies the grant of authority.  History: [30-23-304, added 2015, ch. 243, sec. 25, p. 816.]
ID Code § 30-23-305 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 3 - RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP|Section 30-23-305 - PARTNERSHIP LIABLE FOR PARTNER’S ACTIONABLE CONDUCT.

30-23-305. PARTNERSHIP LIABLE FOR PARTNER’S ACTIONABLE CONDUCT. (a) A partnership is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission, or other actionable conduct, of a partner acting in the ordinary course of business of the partnership or with the actual or apparent authority of the partnership. (b) If, in the course of the partnership’s business or while acting with actual or apparent authority of the partnership, a partner receives or causes the partnership to receive money or property of a person not a partner, and the money or property is misapplied by a partner, the partnership is liable for the loss.  History: [30-23-305, added 2015, ch. 243, sec. 25, p. 816.]
ID Code § 30-23-306 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 3 - RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP|Section 30-23-306 - PARTNER’S LIABILITY.

30-23-306. PARTNER’S LIABILITY. (a) Except as otherwise provided in subsections (b) and (c) of this section, all partners are liable jointly and severally for all debts, obligations, and other liabilities of the partnership unless otherwise agreed by the claimant or provided by law. (b) A person that becomes a partner is not personally liable for a debt, obligation, or other liability of the partnership incurred before the person became a partner. (c) A debt, obligation, or other liability of a partnership incurred while the partnership is a limited liability partnership is solely the debt, obligation, or other liability of the limited liability partnership. A 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 partnership solely by reason of being or so acting as a 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 partnership under section 30-23-901(b), Idaho Code; and (2) Regardless of the dissolution of the limited liability partnership. (d) The failure of a limited liability partnership to observe formalities relating to the exercise of its powers or management of its business is not a ground for imposing liability on a partner for a debt, obligation, or other liability of the partnership. (e) The cancellation or administrative revocation of a limited liability partnership’s statement of qualification does not affect the limitation in this section on the liability of a partner for a debt, obligation, or other liability of the partnership incurred while the statement was in effect.  History: [30-23-306, added 2015, ch. 243, sec. 25, p. 816.]
ID Code § 30-23-307 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 3 - RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP|Section 30-23-307 - ACTIONS BY AND AGAINST PARTNERSHIP AND PARTNERS.

30-23-307. ACTIONS BY AND AGAINST PARTNERSHIP AND PARTNERS. (a) A partnership may sue and be sued in the name of the partnership. (b) To the extent not inconsistent with section 30-23-306, Idaho Code, a partner may be joined in an action against the partnership or named in a separate action. (c) A judgment against a partnership is not by itself a judgment against a partner. A judgment against a partnership may not be satisfied from a partner’s assets unless there is also a judgment against the partner. (d) A judgment creditor of a partner may not levy execution against the assets of the partner to satisfy a judgment based on a claim against the partnership unless the partner is personally liable for the claim under section 30-23-306, Idaho Code, and: (1) A judgment based on the same claim has been obtained against the 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 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 partner based on a finding that partnership assets subject to execution are clearly insufficient to satisfy the judgment, that exhaustion of partnership 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 partner by law or contract independent of the existence of the partnership. (e) This section applies to any partnership liability or obligation resulting from a representation by a partner or purported partner under section 30-23-308, Idaho Code.  History: [30-23-307, added 2015, ch. 243, sec. 25, p. 817.]
ID Code § 30-23-308 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 3 - RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP|Section 30-23-308 - LIABILITY OF PURPORTED PARTNER.

30-23-308. LIABILITY OF PURPORTED PARTNER. (a) If a person, by words or conduct, purports to be a partner, or consents to being represented by another as a partner, in a partnership or with one (1) or more persons not partners, the purported partner is liable to a person to whom the representation is made, if that person, relying on the representation, enters into a transaction with the actual or purported partnership. If the representation, either by the purported partner or by a person with the purported partner’s consent, is made in a public manner, the purported partner is liable to a person who relies upon the purported partnership even if the purported partner is not aware of being held out as a partner to the claimant. If partnership liability results, the purported partner is liable with respect to that liability as if the purported partner were a partner. If no partnership liability results, the purported partner is liable with respect to that liability jointly and severally with any other person consenting to the representation. (b) If a person is thus represented to be a partner in an existing partnership, or with one (1) or more persons not partners, the purported partner is an agent of persons consenting to the representation to bind them to the same extent and in the same manner as if the purported partner were a partner, with respect to persons who enter into transactions in reliance upon the representation. If all the partners of the existing partnership consent to the representation, a partnership act or obligation results. If fewer than all the partners of the existing partnership consent to the representation, the person acting and the partners consenting to the representation are jointly and severally liable. (c) A person is not liable as a partner merely because the person is named by another in a statement of partnership authority. (d) A person does not continue to be liable as a partner merely because of a failure to file a statement of dissociation or to amend a statement of partnership authority to indicate the partner’s dissociation from the partnership. (e) Except as otherwise provided in subsections (a) and (b) of this section, persons who are not partners as to each other are not liable as partners to other persons.  History: [30-23-308, added 2015, ch. 243, sec. 25, p. 817.]
ID Code § 30-23-401 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-401 - PARTNER’S RIGHTS AND DUTIES.

30-23-401. PARTNER’S RIGHTS AND DUTIES. (a) Each partner is entitled to an equal share of the partnership profits and, except in the case of a limited liability partnership, is chargeable with a share of the partnership losses in proportion to the partner’s share of the profits. (b) A partnership shall reimburse a partner for any payment made by the partner in the course of the partner’s activities on behalf of the partnership, if the partner complied with this section and section 30-23-409, Idaho Code, in making the payment. (c) A 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 partner, if the claim, demand, debt, obligation, or other liability does not arise from the person’s breach of this section or section 30-23-407 or 30-23-409, Idaho Code. (d) In the ordinary course of its business, a 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 partner, if the person promises to repay the partnership if the person ultimately is determined not to be entitled to be indemnified under subsection (c) of this section. (e) A partnership may purchase and maintain insurance on behalf of a partner against liability asserted against or incurred by the partner in that capacity or arising from that status even if, under section 30-23-105(c)(7), 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. (f) A partnership shall reimburse a partner for an advance to the partnership beyond the amount of capital the partner agreed to contribute. (g) A payment or advance made by a partner which gives rise to a partnership obligation under subsection (b) or (f) of this section constitutes a loan to the partnership which accrues interest from the date of the payment or advance. (h) Each partner has equal rights in the management and conduct of the partnership’s business. (i) A partner may use or possess partnership property only on behalf of the partnership. (j) A partner is not entitled to remuneration for services performed for the partnership, except for reasonable compensation for services rendered in winding up the business of the partnership. (k) A difference arising as to a matter in the ordinary course of business of a partnership may be decided by a majority of the partners. An act outside the ordinary course of business of a partnership, and an amendment to the partnership agreement, may be undertaken only with the affirmative vote or consent of all of the partners.  History: [30-23-401, added 2015, ch. 243, sec. 26, p. 818; am. 2020, ch. 82, sec. 23, p. 196.]
ID Code § 30-23-402 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-402 - BECOMING PARTNER.

30-23-402. BECOMING PARTNER. (a) Upon formation of a partnership, a person becomes a partner under section 30-23-202(a), Idaho Code. (b) After formation of a partnership, a person becomes a partner: (1) As provided in the partnership agreement; (2) As a result of a transaction effective under chapter 22, title 30, Idaho Code; or (3) With the affirmative vote or consent of all the partners. (c) A person may become a partner without: (1) Acquiring a transferable interest; or (2) Making or being obligated to make a contribution to the partnership.  History: [30-23-402, added 2015, ch. 243, sec. 26, p. 819; am. 2020, ch. 82, sec. 24, p. 197.]
ID Code § 30-23-403 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-403 - FORM OF CONTRIBUTION.

30-23-403. FORM OF CONTRIBUTION. A contribution may consist of property transferred to, services performed for, or another benefit provided to the partnership or an agreement to transfer property to, perform services for, or provide another benefit to the partnership.  History: [30-23-403, added 2015, ch. 243, sec. 26, p. 819.]
ID Code § 30-23-404 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-404 - LIABILITY FOR CONTRIBUTION.

30-23-404. LIABILITY FOR CONTRIBUTION. (a) A person’s obligation to make a contribution to a 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 partnership to contribute money equal to the value of the part of the contribution which 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 the partners. If a creditor of a limited liability 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: [30-23-404, added 2015, ch. 243, sec. 26, p. 819.]
ID Code § 30-23-405 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-405 - SHARING OF AND RIGHT TO DISTRIBUTIONS BEFORE DISSOLUTION.

30-23-405. SHARING OF AND RIGHT TO DISTRIBUTIONS BEFORE DISSOLUTION. (a) Any distributions made by a partnership before its dissolution and winding up must be in equal shares among partners, except to the extent necessary to comply with a transfer effective under section 30-23-503, Idaho Code, or charging order in effect under section 30-23-504, Idaho Code. (b) Subject to section 30-23-701, Idaho Code, a person has a right to a distribution before the dissolution and winding up of a partnership only if the partnership decides to make an interim distribution. (c) A person does not have a right to demand or receive a distribution from a partnership in any form other than money. Except as otherwise provided in section 30-23-806, 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 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 partner on whose account the distribution is made.  History: [30-23-405, added 2015, ch. 243, sec. 26, p. 819.]
ID Code § 30-23-407 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-407 - LIABILITY OF IMPROPER DISTRIBUTIONS BY LIMITED LIABILITY PARTNERSHIP.

30-23-407. LIABILITY OF IMPROPER DISTRIBUTIONS BY LIMITED LIABILITY PARTNERSHIP. (a) Except as provided in subsection (b) of this section, if a partner of a limited liability partnership consents to a distribution made in violation of section 30-23-406, Idaho Code, and in consenting to the distribution fails to comply with section 30-23-409, Idaho Code, the partner is personally liable to the partnership for the amount of the distribution that exceeds the amount that could have been distributed without the violation of section 30-23-406, Idaho Code. (b) To the extent the partnership agreement of a limited liability partnership expressly relieves a partner of the authority and responsibility to consent to distributions and imposes that authority and responsibility on one (1) or more other partners, the liability stated in subsection (a) of this section applies to the other partners and not to the partner that the partnership agreement relieves of the authority and responsibility. (c) A person that receives a distribution knowing that the distribution violated section 30-23-406, Idaho Code, is personally liable to the limited liability partnership but only to the extent that the distribution received by the person exceeded the amount that could have been properly paid under section 30-23-406, Idaho Code. (d) A person against which an action is commenced because the person 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 (c) of this section and seek to enforce a right of contribution from the person in the amount the person received in violation of subsection (c) of this section. (e) An action under this section is barred unless commenced not later than two (2) years after the distribution.  History: [30-23-407, added 2015, ch. 243, sec. 26, p. 820.]
ID Code § 30-23-409 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-409 - STANDARDS OF CONDUCT FOR PARTNERS.

30-23-409. STANDARDS OF CONDUCT FOR PARTNERS. (a) A partner owes to the partnership and 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 partner includes the duties: (1) To account to the partnership and hold as trustee for it any property, profit, or benefit derived by the partner: (A) In the conduct or winding up of the partnership’s business; (B) From a use by the 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 business 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 of the partnership’s business before the dissolution of the partnership. (c) The duty of care of a partner in the conduct or winding up of the partnership business is to refrain from engaging in grossly negligent or reckless conduct, willful or intentional misconduct, or a knowing violation of law. (d) A partner shall discharge the duties and obligations under this chapter or under the partnership agreement and exercise any rights consistently with the contractual obligation of good faith and fair dealing. (e) A partner does not violate a duty or obligation under this act or under the partnership agreement solely because the partner’s conduct furthers the partner’s own interest. (f) All the partners may authorize or ratify, after full disclosure of all material facts, a specific act or transaction by a 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 partnership. (h) If, as permitted by subsection (f) of this section or by the partnership agreement, a partner enters into a transaction with the partnership that otherwise would be prohibited by subsection (b)(2) of this section, the partner’s rights and obligations arising from the transaction are the same as those of a person that is not a partner.  History: [30-23-409, added 2015, ch. 243, sec. 26, p. 822.]
ID Code § 30-23-410 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 23 - GENERAL PARTNERSHIPS|Part 4 - RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP|Section 30-23-410 - ACTIONS BY PARTNERSHIP AND PARTNERS.

30-23-410. ACTIONS BY PARTNERSHIP AND PARTNERS. (a) A partnership may maintain an action against a partner for a breach of the partnership agreement, or for the violation of a duty to the partnership, causing harm to the partnership. (b) A partner may maintain an action against the partnership or another partner, with or without an accounting as to partnership business, to enforce the partner’s rights and protect the partner’s interests, including rights and interests under the partnership agreement or this act or arising independently of the partnership relationship. (c) A right to an accounting on dissolution and winding up does not revive a claim barred by law.  History: [30-23-410, added 2015, ch. 243, sec. 26, p. 822.]