reglab/housing_qa huggingface dataset:
15 PA Cons Stat § 8204 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8204 - Limitation on liability of partners

§ 8204. Limitation on liability of partners. (a) General rule.--Except as provided in subsection (b), a partner in a limited liability partnership or limited liability limited partnership shall not be liable directly or indirectly, whether by way of indemnification, contribution or otherwise, under an order of court or in any other manner for any debts, obligations or other liabilities of, or chargeable to, the partnership, whether sounding in contract or tort or otherwise, that arise while the registration of the partnership under this subchapter is in effect.  (b) Exceptions.-- (1) (Repealed). (2) Subsection (a) shall not affect the liability of a partner: (i) Individually for any negligent or wrongful acts or misconduct committed by the partner. (ii) For any debts, obligations or other liabilities of the partnership: (A) (Deleted by amendment) (B) as to which the partner has agreed in record form to be liable; or (C) that: (I) arose before February 21, 2017; and (II) did not arise from any negligent or wrongful acts or misconduct committed by a partner or other representative of the partnership.  (iii) To the extent expressly undertaken in the partnership agreement or the certificate of limited partnership.  (3) Subsection (a) shall not affect in any way: (i) the liability of the partnership itself for all its debts, obligations and other liabilities; (ii) the availability of the entire assets of the partnership to satisfy its debts, obligations and other liabilities; or  (iii) any obligation undertaken by a partner in record form to individually indemnify another partner of the partnership or to individually contribute toward a liability of another partner.  (c) Continuation of limited liability.--Neither the termination of the registration of a partnership under this subchapter nor the dissolution, winding up or termination of the partnership shall affect the limitation on the liability of a partner in the partnership under this section with respect to debts, obligations and other liabilities that arose while the registration under this subchapter was in effect.  (d) Proper parties.--A partner in a limited liability partnership or limited liability limited partnership is not a proper party to an action or proceeding by or against the partnership, the object of which is to recover damages or enforce debts, obligations or other liabilities for which the partner is not liable.  (e) Cross reference.--See section 103 (relating to subordination of title to regulatory laws).  (June 22, 2001, P.L.418, No.34, eff. 60 days; Nov. 21, 2016, P.L.1328, No.170, eff. 90 days)    Cross References. Section 8204 is referred to in sections 8436, 8644 of this title.
15 PA Cons Stat § 8207 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8207 - Extraterritorial application of subchapter

§ 8207. Extraterritorial application of subchapter. (a) Legislative intent.--(Deleted by amendment).  (b) Basis for determining liability of partners.--The liability of partners in a domestic limited liability partnership or domestic limited liability limited partnership shall at all times be determined under Chapters 84 (relating to general partnerships) and 86 (relating to limited partnerships) as modified by the provisions of this subchapter.  (c) Conflict of laws.--The personal liability of a partner of a domestic limited liability partnership or domestic limited liability limited partnership to any person or in any action or proceeding for the debts, obligations or other liabilities of the partnership or for the acts or omissions of other partners or representatives of the partnership shall be governed solely and exclusively by the laws of this Commonwealth. Whenever a conflict arises between the laws of this Commonwealth and the laws of any other state with regard to the liability of partners of a domestic limited liability partnership or domestic limited liability limited partnership for the debts, obligations and other liabilities of the partnership or for the acts or omissions of the other partners or representatives of the partnership, the laws of this Commonwealth shall govern in determining such liability.  (Nov. 21, 2016, P.L.1328, No.170, eff. 90 days)
15 PA Cons Stat § 8232 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8232 - Liability for improper distributions by limited liability partnership

§ 8232. Liability for improper distributions by limited liability partnership. (a) General rule.--If a partner of a limited liability partnership consents to a distribution made in violation of section 8231 (relating to limitations on distributions by limited liability partnership) and in consenting to the distribution fails to comply with section 8447 (relating to standards of conduct for partners), the partner is personally liable to the partnership for the amount of the distribution which exceeds the amount that could have been distributed without the violation of section 8231.  (b) Recipients.--A person that receives a distribution knowing that the distribution violated section 8231 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 8231.  (c) Contribution.--A person against which an action is commenced because the person is liable under subsection (a) may:  (1) join any other person that is liable under subsection (a) and seek to enforce a right of contribution from the person; and  (2) join any person that received a distribution in violation of subsection (b) and seek to enforce a right of contribution from the person in the amount the person received in violation of subsection (b).  (d) Statute of repose.--An action under this section is barred unless commenced within two years after the distribution.    Cross References. Section 8232 is referred to in section 8441 of this title.
15 PA Cons Stat § 8241 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8241 - Known claims against dissolved limited liability partnership

§ 8241. Known claims against dissolved limited liability partnership. (a) General rule.--Except as provided in subsection (d), a dissolved limited liability partnership may give notice of a known claim under subsection (b), which has the effect provided in subsection (c).  (b) Notice.--A dissolved limited liability partnership may notify in record form its known claimants of the dissolution. The notice must:  (1) specify the information required to be included in a claim; (2) state that a claim must be in writing and provide a mailing address to which the claim is to be sent;  (3) state the deadline for receipt of a claim, which may not be less than 120 days after the date the notice is received by the claimant;  (4) state that the claim will be barred if not received by the deadline; and (5) unless the partnership has been throughout its existence a limited liability partnership, state that the barring of a claim against the partnership will also bar any corresponding claim against any partner or person dissociated as a partner which is based on section 8436 (relating to partner's liability).  (c) Claims barred.--A claim against a dissolved limited liability partnership is barred if the requirements of subsection (b) are met and:  (1) the claim is not received by the specified deadline; or (2) if the claim is timely received but rejected by the partnership: (i) the partnership causes the claimant to receive a notice in record form stating that the claim is rejected and will be barred unless the claimant commences an action against the partnership to enforce the claim within 90 days after the claimant receives the notice; and  (ii) the claimant does not commence the required action within 90 days after the claimant receives the notice.  (d) Later arising claims.--This section shall not apply to a claim based on an event occurring after the date of dissolution or a liability that on that date is contingent.    Cross References. Section 8241 is referred to in sections 8231, 8242, 8243 of this title.
15 PA Cons Stat § 8242 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8242 - Other claims against dissolved limited liability partnership

§ 8242. Other claims against dissolved limited liability partnership. (a) Permissive notice.--A dissolved limited liability partnership may publish notice of its dissolution and request persons having claims against the partnership to present them in accordance with the notice.  (b) Notice procedure.--A notice under subsection (a) must:  (1) be officially published one time; (2) describe the information required to be contained in a claim, state that the claim must be in writing and provide a mailing address to which the claim is to be sent;  (3) state that a claim against the partnership is barred unless an action to enforce the claim is commenced within two years after publication of the notice; and  (4) unless the partnership has been throughout its existence a limited liability partnership, state that the barring of a claim against the partnership will also bar any corresponding claim against any partner or person dissociated as a partner which is based on section 8436 (relating to partner's liability).  (c) Claims barred.--If a dissolved limited liability partnership publishes a notice in accordance with subsection (b), the claim of each of the following claimants is barred unless the claimant commences an action to enforce the claim against the partnership within two years after the publication date of the notice:  (1) a claimant that did not receive notice in record form under section 8241 (relating to known claims against dissolved limited liability partnership);  (2) a claimant whose claim was timely sent to the partnership but not acted on; and (3) a claimant whose claim is contingent at, or based on an event occurring after, the date of dissolution.  (d) Claims not barred.--A claim not barred under this section or section 8241 may be enforced:  (1) against a dissolved limited liability partnership, to the extent of its undistributed assets;  (2) except as provided in section 8243 (relating to court proceedings), if assets of the partnership have been distributed after dissolution, against a partner or transferee to the extent of that person's proportionate share of the claim or of the partnership's assets distributed to the partner or transferee after dissolution, whichever is less, except that a person's total liability for all claims under this paragraph may not exceed the total amount of assets distributed to the person after dissolution; and  (3) against any person liable on the claim under sections 8436, 8473 (relating to liability of person dissociated as partner to other persons) and 8485 (relating to liability after dissolution).    Cross References. Section 8242 is referred to in sections 8231, 8243 of this title.
15 PA Cons Stat § 8243 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8243 - Court proceedings

§ 8243. Court proceedings. (a) Determination of security.--A dissolved limited liability partnership that has published a notice under section 8242 (relating to other claims against dissolved limited liability partnership) may file an application with the court of common pleas embracing the county where the partnership's principal office is located or, if the principal office is not located in this Commonwealth, where its registered office is or was last located, for a determination of the amount and form of security to be provided for payment of claims that are reasonably expected to arise after the date of dissolution based on facts known to the partnership and:  (1) at the time of the application: (i) are contingent; or (ii) have not been made known to the partnership; or (2) are based on an event occurring after the date of dissolution. (b) When security not required.--Security is not required for any claim that is or is reasonably anticipated to be barred under section 8241 (relating to known claims against dissolved limited liability partnership).  (c) Notice.--Within 10 days after the filing of an application under subsection (a), the dissolved limited liability partnership shall give notice of the proceeding to each claimant holding a contingent claim known to the partnership.  (d) Guardian ad litem.--In any proceeding under this section, the court may appoint a guardian ad litem to represent all claimants whose identities are unknown. The reasonable fees and expenses of the guardian, including all reasonable expert witness fees, must be paid by the dissolved limited liability partnership.  (e) Effect on contingent claims.--A dissolved limited liability partnership that provides security in the amount and form ordered by the court under subsection (a) satisfies the partnership's obligations with respect to claims that are contingent, have not been made known to the partnership or are based on an event occurring after the date of dissolution. The claims may not be enforced against a partner or transferee on account of assets received in liquidation.    Cross References. Section 8243 is referred to in sections 8231, 8242 of this title.
15 PA Cons Stat § 8244 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 82 - Limited Liability Partnerships and Limited Liability Limited Partnerships|Section 8244 - Liability of partner when claim against partnership barred

§ 8244. Liability of partner when claim against partnership barred. If a claim against a dissolved limited liability partnership is barred under this subchapter, any corresponding claim under sections 8436 (relating to partner's liability), 8473 (relating to liability of person dissociated as partner to other persons) and 8485 (relating to liability after dissolution) is also barred.
15 PA Cons Stat § 8411 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 84 - General Partnerships|Section 8411 - Short title and application of chapter

§ 8411. Short title and application of chapter. (a) Short title.--This chapter shall be known and may be cited as the Pennsylvania Uniform Partnership Act of 2016.  (b) Initial application.--Before April 1, 2017, this chapter governs only:  (1) a partnership formed on or after February 21, 2017; and (2) except as provided in subsection (d), a partnership formed before February 21, 2017, which elects, in the manner provided in its partnership agreement or by law for amending the partnership agreement, to be subject to this chapter.  (c) Full effective date.--Except as provided under subsection (d), on and after April 1, 2017, this chapter governs all partnerships.  (d) Liabilities to third parties.--With respect to a partnership that elects under subsection (b)(2) to be subject to this chapter, after the election takes effect the provisions of this chapter relating to the liability of the partnership's partners to third parties apply:  (1) before April 1, 2017, to: (i) a third party that had not done business with the partnership in the year before the election took effect; and  (ii) a third party that had done business with the partnership in the year before the election took effect only if the third party knows or has been notified of the election; and  (2) on and after April 1, 2017, to all third parties, except that those provisions remain inapplicable to any obligation incurred while those provisions were inapplicable under paragraph (1)(ii).  (e) Cross reference.--See section 8415(c)(5) (relating to contents of partnership agreement).    Cross References. Section 8411 is referred to in sections 8412, 8415 of this title.
15 PA Cons Stat § 8413 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 84 - General Partnerships|Section 8413 - Knowledge and notice

§ 8413. Knowledge and notice. (a) Knowledge.--A person knows a fact if the person:  (1) has actual knowledge of it; or (2) is deemed to know it under subsection (d)(1) or law other than this chapter. (b) Notice.--A person has notice of a fact if the person:  (1) has reason to know the fact from all the facts known to the person at the time in question; or  (2) is deemed to have notice of the fact under subsection (d)(2). (c) Notification.--Except as provided under section 113(b) (relating to delivery of document), a person notifies another person of a fact by taking steps reasonably required to inform the other person in ordinary course, whether or not those steps cause the other person to know the fact.  (d) Constructive knowledge or notice.--A person not a partner is deemed:  (1) to know of a limitation on authority to transfer real property as provided in section 8433(g) (relating to certificate of partnership authority); and  (2) to have notice of: (i) a person's dissociation as a partner 90 days after a certificate of dissociation under section 8474 (relating to certificate of dissociation) becomes effective;  (ii) the dissolution of the partnership 90 days after a certificate of dissolution under section 8482(b)(2)(i) (relating to winding up and filing of certificates) is effective;  (iii) the termination of the partnership 90 days after a certificate of termination under section 8482(b)(2)(vi) is effective; and  (iv) participation in a merger, interest exchange, conversion, division or domestication, 90 days after a statement of merger, interest exchange, conversion, division or domestication under Chapter 3 (relating to entity transactions) is effective.  (e) Effect of partner's knowledge or notice.--A partner's knowledge or notice of a fact relating to the partnership is effective immediately as knowledge of or notice to the partnership, except in the case of a fraud on the partnership committed by or with the consent of that partner.    Cross References. Section 8413 is referred to in sections 8433, 8474, 8702, 8705 of this title.
15 PA Cons Stat § 8414 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 84 - General Partnerships|Section 8414 - Governing law

§ 8414. Governing law. (a) General rule.--The internal affairs of a partnership and the liability of a partner as a partner for the debts, obligations or other liabilities of the partnership are governed by:  (1) in the case of a limited liability partnership, the laws of this Commonwealth; and (2) in the case of a partnership that is not a limited liability partnership, the laws of:  (i) the jurisdiction chosen by a provision of the partnership agreement in record form; or  (ii) the jurisdiction in which the partnership has its principal office if there is no choice of law under subparagraph (i).  (b) Enforceability of chosen law.--A choice of law under subsection (a)(2)(i) is enforceable even though:  (1) The chosen jurisdiction has no substantial relationship to the partners or the partnership and there is no other reasonable basis for the parties' choice.  (2) Application of the chosen law would be contrary to a fundamental policy of a jurisdiction that has a materially greater interest in the determination of the particular issue than does the jurisdiction whose law has been chosen.  (c) Cross reference.--See section 8415(c)(6) (relating to contents of partnership agreement).    Cross References. Section 8414 is referred to in section 8415 of this title.
15 PA Cons Stat § 8416 (2021)
2021 Pennsylvania Consolidated & Unconsolidated Statutes|Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS|Chapter 84 - General Partnerships|Section 8416 - Application of partnership agreement

§ 8416. Application of partnership agreement. (a) Partnership bound.--A partnership is bound by and may enforce the partnership agreement, whether or not the partnership has itself manifested assent to the agreement.  (b) Deemed assent.--A person that becomes a partner is deemed to assent to the partnership agreement.  (c) Preformation agreement.--Two or more persons intending to become the initial partners of a partnership may make an agreement providing that upon the formation of the partnership the agreement will become the partnership agreement.  (d) Cross reference.--See section 8422(a) (relating to formation of partnership).    Cross References. Section 8416 is referred to in section 8422 of this title.