reglab/housing_qa huggingface dataset:
TX Bus Orgs § 152.506 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter G. Withdrawal of Partner|Section 152.506. Liability of Withdrawn Partner to Third Party

Sec. 152.506.  LIABILITY OF WITHDRAWN PARTNER TO THIRD PARTY.  A person who withdraws as a partner in a circumstance that is not an event requiring a winding up of partnership business under Section 11.051 or 11.057 is liable to another party as a partner in a transaction entered into by the partnership or a surviving partnership under Section 10.001 not later than the second anniversary of the date of the partner's withdrawal only if the other party to the transaction:(1)  does not have notice of the partner's withdrawal;  and(2)  reasonably believed that the withdrawn partner was a partner at the time of the transaction.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.601 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.601. Redemption if Partnership Not Wound Up

Sec. 152.601.  REDEMPTION IF PARTNERSHIP NOT WOUND UP.  The partnership interest of a withdrawn partner automatically is redeemed by the partnership as of the date of withdrawal in accordance with this subchapter if:(1)  the event of withdrawal occurs under Sections 152.501(b)(1)-(9) and an event requiring a winding up of partnership business does not occur before the 61st day after the date of the withdrawal;  or(2)  the event of a withdrawal occurs under Section 152.501(b)(10).|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.602 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.602. Redemption Price

Sec. 152.602.  REDEMPTION PRICE.  (a)  Except as provided by Subsection (b) , the redemption price of a withdrawn partner's partnership interest is the fair value of the interest on the date of withdrawal.(b)  The redemption price of the partnership interest of a partner who wrongfully withdraws before the expiration of the partnership's period of duration, the completion of a particular undertaking, or the occurrence of a specified event requiring a winding up of partnership business is the lesser of:(1)  the fair value of the withdrawn partner's partnership interest on the date of withdrawal; or(2)  the amount that the withdrawn partner would have received if an event requiring a winding up of partnership business had occurred at the time of the partner's withdrawal.(c)  Interest is payable on the amount owed under this section.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 109, eff. September 1, 2007.|
TX Bus Orgs § 152.603 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.603. Contribution Obligation

Sec. 152.603.  CONTRIBUTION OBLIGATION.  If a wrongfully withdrawing partner would have been required to make contributions to the partnership under Section 152.707 or 152.708 if an event requiring winding up of the partnership business had occurred at the time of withdrawal, the withdrawn partner is liable to the partnership to make contributions to the partnership in that amount and pay interest on the amount owed.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.604 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.604. Setoff for Certain Damages

Sec. 152.604.  SETOFF FOR CERTAIN DAMAGES.  The partnership may set off against the redemption price payable to the withdrawn partner the damages for wrongful withdrawal under Section 152.503(b) and all other amounts owed by the withdrawn partner to the partnership, whether currently due, including interest.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.605 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.605. Accrual of Interest

Sec. 152.605.  ACCRUAL OF INTEREST.  Interest payable under Sections 152.602-152.604 accrues from the date of the withdrawal to the date of payment.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.606 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.606. Indemnification of Withdrawn Partner

Sec. 152.606.  INDEMNIFICATION OF WITHDRAWN PARTNER.   A partnership shall indemnify a withdrawn partner whose interest is redeemed against all partnership obligations, whether incurred before or after the date of withdrawal, except for an obligation incurred by an act of the withdrawn partner under Section 152.504.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2019, 86th Leg., R.S., Ch. 658 (S.B. 1859), Sec. 13, eff. September 1, 2019.|
TX Bus Orgs § 152.607 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.607. Demand or Payment of Estimated Redemption

Sec. 152.607.  DEMAND OR PAYMENT OF ESTIMATED REDEMPTION.  (a)  If a deferred payment is not authorized under Section 152.608 and an agreement on the redemption price of a withdrawn partner's interest is not reached before the 121st day after the date a written demand for payment is made by either party, not later than the 30th day after the expiration of the period, the partnership shall:(1)  pay to the withdrawn partner in cash the amount the partnership estimates to be the redemption price and any accrued interest, reduced by any setoffs and accrued interest under Section 152.604;  or(2)  make written demand for payment of its estimate of the amount owed by the withdrawn partner to the partnership, minus any amount owed to the withdrawn partner by the partnership.(b)  If a deferred payment is authorized under Section 152.608 or a contribution or other amount is owed by the withdrawn partner to the partnership, the partnership may offer in writing to pay, or deliver a written statement of demand for, the amount it estimates to be the net amount owed, stating the amount and other terms of the obligation.(c)  On request of the other party, the payment, tender, offer, or demand required or allowed by Subsection (a) or (b) must be accompanied or followed promptly by:(1)  if payment, tender, offer, or demand is made or delivered by the partnership, a statement of partnership property and liabilities from the date of the partner's withdrawal and the most recent available partnership balance sheet and income statement, if any;  and(2)  an explanation of the computation of the estimated payment obligation.(d)  The terms of a payment, tender, offer, or demand under Subsection (a) or (b) govern a redemption if:(1)  accompanied by written notice that:(A)  the payment or tendered amount, if made, fully satisfies a party's obligations relating to the redemption of the withdrawn partner's partnership interest;  and(B)  an action to determine the redemption price, a contribution obligation or setoff under Section 152.603 or 152.604, or other terms of the redemption obligation must be commenced not later than the first anniversary of the later of:(i)  the date on which the written notice is given;  or(ii)  the date on which the information required by Subsection (c) is delivered;  and(2)  the party receiving the payment, tender, offer, or demand does not commence an action in the period described by Subdivision (1)(B).|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.608 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.608. Deferred Payment on Wrongful Withdrawal

Sec. 152.608.  DEFERRED PAYMENT ON WRONGFUL WITHDRAWAL.  (a)  A partner who wrongfully withdraws before the expiration of the partnership's period of duration, the completion of a particular undertaking, or the occurrence of a specified event requiring a winding up of partnership business is not entitled to receive any portion of the redemption price until the expiration of the period, the completion of the undertaking, or the occurrence of the specified event, as appropriate, unless the partner establishes to the satisfaction of a court that earlier payment will not cause undue hardship to the partnership.(b)  A deferred payment accrues interest.(c)  The withdrawn partner may seek to demonstrate to the satisfaction of the court that security for a deferred payment is appropriate.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 110, eff. September 1, 2007.|
TX Bus Orgs § 152.609 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.609. Action to Determine Terms of Redemption

Sec. 152.609.  ACTION TO DETERMINE TERMS OF REDEMPTION.  (a)  A withdrawn partner or the partnership may maintain an action against the other party under Section 152.211 to determine:(1)  the terms of redemption of that partner's interest, including a contribution obligation or setoff under Section 152.603 or 152.604;  or(2)  other terms of the redemption obligations of either party.(b)  The action must be commenced not later than the first anniversary of the later of:(1)  the date of delivery of information required by Section 152.607(c);  or(2)  the date written notice is given under Section 152.607(d).(c)  The court shall determine the terms of the redemption of the withdrawn partner's interest, any contribution obligation or setoff due under Section 152.603 or 152.604, and accrued interest and shall enter judgment for an additional payment or refund.(d)  If deferred payment is authorized under Section 152.608, the court shall also determine the security for payment if requested to consider whether security is appropriate.(e)  If the court finds that a party failed to tender payment or make an offer to pay or to comply with the requirements of Section 152.607(c) or otherwise acted arbitrarily, vexatiously, or not in good faith, the court may assess damages against the party, including, if appropriate, in an amount the court finds equitable:(1)  a share of the profits of the continuing business;(2)  reasonable attorney's fees;  and(3)  fees and expenses of appraisers or other experts for a party to the action.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.610 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.610. Deferred Payment on Winding Up Partnership

Sec. 152.610.  DEFERRED PAYMENT ON WINDING UP PARTNERSHIP.  If a partner withdraws under Section 152.501 and not later than the 60th day after the date of withdrawal an event requiring winding up occurs under Section 11.051 or 11.057:(1)  the partnership may defer paying the redemption price to the withdrawn partner until the partnership makes a winding up distribution to the remaining partners;  and(2)  the redemption price or contribution obligation is the amount the withdrawn partner would have received or contributed if the event requiring winding up had occurred at the time of the partner's withdrawal.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.611 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.611. Redemption of Transferee's Partnership Interest

Sec. 152.611.  REDEMPTION OF TRANSFEREE'S PARTNERSHIP INTEREST.  (a)  A partnership must redeem the partnership interest of a transferee for its fair value if:(1)  the interest was transferred when:(A)  the partnership had a period of duration that had not yet expired;(B)  the partnership was for a particular undertaking not yet completed; or(C)  the partnership agreement provided for winding up of the partnership business on a specified event that had not yet occurred;(2)  the partnership's period of duration has expired, the particular undertaking has been completed, or the specified event has occurred; and(3)  the transferee makes a written demand for redemption.(b)  If an agreement for the redemption price of a transferee's interest is not reached before the 121st day after the date a written demand for redemption is made, the partnership must pay to the transferee in cash the amount the partnership estimates to be the redemption price and any accrued interest from the date of demand not later than the 30th day after the expiration of the period.(c)  On request of the transferee, the payment required by Subsection (b) must be accompanied or followed by:(1)  a statement of partnership property and liabilities from the date of the demand for redemption;(2)  the most recent available partnership balance sheet and income statement, if any;  and(3)  an explanation of the computation of the estimated payment obligation.(d)  If the payment required by Subsection (b) is accompanied by written notice that the payment is in full satisfaction of the partnership's obligations relating to the redemption of the transferee's interest, the payment, less interest, is the redemption price unless the transferee, not later than the first anniversary of the written notice, commences an action to determine the redemption price.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 111, eff. September 1, 2007.|
TX Bus Orgs § 152.612 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter H. Redemption of Withdrawing Partner's or Transferee's Interest|Section 152.612. Action to Determine Transferee's Redemption Price

Sec. 152.612.  ACTION TO DETERMINE TRANSFEREE'S REDEMPTION PRICE.  (a)  A transferee may maintain an action against a partnership to determine the redemption price of the transferee's interest.(b)  The court shall determine the redemption price of the transferee's interest and accrued interest and enter judgment for payment or refund.(c)  If the court finds that the partnership failed to make payment or otherwise acted arbitrarily, vexatiously, or not in good faith, the court may assess against the partnership in an amount the court finds equitable:(1)  reasonable attorney's fees;  and(2)  fees and expenses of appraisers or other experts for a party to the action.(d)  The redemption of a transferee's interest under Sections 152.611(a) and (b) may be deferred as determined by the court if the partnership establishes to the satisfaction of the court that failure to defer redemption will cause undue hardship to the partnership business.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.701 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.701. Effect of Event Requiring Winding Up

Sec. 152.701.  EFFECT OF EVENT REQUIRING WINDING UP.  On the occurrence of an event requiring winding up of a partnership business under Section 11.051 or 11.057:(1)  the partnership continues until the winding up of its business is completed, at which time the partnership is terminated;  and(2)  the relationship among the partners is changed as provided by this subchapter.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.702 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.702. Persons Eligible to Wind Up Partnership Business

Sec. 152.702.  PERSONS ELIGIBLE TO WIND UP PARTNERSHIP BUSINESS.  (a)  After the occurrence of an event requiring a winding up of a partnership business, the partnership business may be wound up by:(1)  the partners who have not withdrawn;(2)  the legal representative of the last surviving partner;  or(3)  a person appointed by the court to carry out the winding up under Subsection (b).(b)  On application of a partner, a partner's legal representative or transferee, or a withdrawn partner whose interest is not redeemed under Section 152.608, a court, for good cause, may appoint a person to carry out the winding up and may make an order, direction, or inquiry that the circumstances require.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.703 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.703. Rights and Duties of Person Winding Up Partnership Business

Sec. 152.703.  RIGHTS AND DUTIES OF PERSON WINDING UP PARTNERSHIP BUSINESS.  (a)  To the extent appropriate for winding up, as soon as reasonably practicable, and in the name of and for and on behalf of the partnership, a person winding up a partnership's business may take the actions specified in Sections 11.052, 11.053, and 11.055.(b)  Section 11.052(a)(2) shall not be applicable to a partnership.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.704 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.704. Binding Effect of Partner's Action After Event Requiring Winding Up

Sec. 152.704.  BINDING EFFECT OF PARTNER'S ACTION AFTER EVENT REQUIRING WINDING UP.  After the occurrence of an event requiring winding up of the partnership business, a partnership is bound by a partner's act that:(1)  is appropriate for winding up;  or(2)  would bind the partnership under Sections 152.301 and 152.302 before the occurrence of the event requiring winding up, if the other party to the transaction does not have notice that an event requiring winding up has occurred.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.705 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.705. Partner's Liability to Other Partners After Event Requiring Winding Up

Sec. 152.705.  PARTNER'S LIABILITY TO OTHER PARTNERS AFTER EVENT REQUIRING WINDING UP.  (a)  Except as provided by Subsection (b), after the occurrence of an event requiring winding up of the partnership business, the losses with respect to which a partner must contribute under Section 152.708(a) include losses from a liability incurred under Section 152.704.(b)  A partner who incurs, with notice that an event requiring a winding up of the partnership business has occurred, a partnership liability under Section 152.704(2) by an act that is not appropriate for winding up is liable to the partnership for a loss caused to the partnership arising from that liability.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.706 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.706. Disposition of Assets

Sec. 152.706.  DISPOSITION OF ASSETS.  (a)  In winding up the partnership business, the property of the partnership, including any required contributions of the partners under Sections 152.707 and 152.708, shall be applied to discharge its obligations to creditors, including partners who are creditors other than in the partners' capacities as partners.(b)  A surplus shall be applied to pay in cash the net amount distributable to partners in accordance with their right to distributions under Section 152.707.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.707 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.707. Settlement of Accounts

Sec. 152.707.  SETTLEMENT OF ACCOUNTS.  (a)  Each partner is entitled to a settlement of all partnership accounts on winding up the partnership business.(b)  In settling accounts among the partners, the partnership interest of a withdrawn partner that is redeemed under Section 152.610 is credited with a share of any profits for the period after the partner's withdrawal but is charged with a share of losses for that period only to the extent of profits credited for that period.(c)  The profits and losses that result from the liquidation of the partnership property must be credited and charged to the partners' capital accounts.(d)  The partnership shall make a distribution to a partner in an amount equal to that partner's positive balance in the partner's capital account.  Except as provided by Section 152.304(b) or 152.801, a partner shall contribute to the partnership an amount equal to that partner's negative balance in the partner's capital account.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 45, eff. September 1, 2011.|
TX Bus Orgs § 152.710 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter I. Supplemental Winding Up and Termination Provisions|Section 152.710. Reinstatement

Sec. 152.710.  REINSTATEMENT.  To approve a reinstatement of a partnership under Section 11.202, all remaining partners, or another group or percentage of partners as specified by the partnership agreement, must agree in writing to reinstate and continue the business of the partnership.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|