reglab/housing_qa huggingface dataset:
ID Code § 30-24-107 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-107 - PARTNERSHIP AGREEMENT — EFFECT ON THIRD PARTIES — RELATIONSHIP TO RECORDS EFFECTIVE ON BEHALF OF LIMITED PARTNERSHIP.

30-24-107. PARTNERSHIP AGREEMENT — EFFECT ON THIRD PARTIES — RELATIONSHIP TO RECORDS EFFECTIVE ON BEHALF OF LIMITED PARTNERSHIP. (a) A partnership agreement may specify that its amendment requires the approval of a person that is not a party to the agreement or the satisfaction of a condition. An amendment is ineffective if its adoption does not include the required approval or satisfy the specified condition. (b) The obligations of a limited partnership and its partners to a person in the person’s capacity as a transferee or person dissociated as a partner are governed by the partnership agreement. Subject only to a court order issued under section 30-24-703(b)(2), Idaho Code, to effectuate a charging order, an amendment to the partnership agreement made after a person becomes a transferee or is dissociated as a partner: (1) Is effective with regard to any debt, obligation, or other liability of the partnership or its partners to the person in the person’s capacity as a transferee or person dissociated as a partner; and (2) Is not effective to the extent the amendment imposes a new debt, obligation, or other liability on the transferee or person dissociated as a partner. (c) If a record delivered by a limited partnership to the secretary of state for filing becomes effective and contains a provision that would be ineffective under section 30-24-105(c) or (d)(2), Idaho Code, if contained in the partnership agreement, the provision is ineffective in the record. (d) Subject to subsection (c) of this section, if a record delivered by a limited partnership to the secretary of state for filing becomes effective and conflicts with a provision of the partnership agreement: (1) The agreement prevails as to partners, persons dissociated as partners, and transferees; and (2) The record prevails as to other persons to the extent they reasonably rely on the record.  History: [30-24-107, added 2015, ch. 243, sec. 33, p. 842.]
ID Code § 30-24-108 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-108 - REQUIRED INFORMATION.

30-24-108. REQUIRED INFORMATION. A limited partnership shall maintain at its principal office the following information: (a) A current list showing the full name and last known street and mailing address of each partner, separately identifying the general partners, in alphabetical order, and the limited partners, in alphabetical order; (b) A copy of the initial certificate of limited partnership and all amendments to and restatements of the certificate, together with signed copies of any powers of attorney under which any certificate, amendment, or restatement has been signed; (c) A copy of any filed articles of merger, interest exchange, conversion, or domestication; (d) A copy of the partnership’s federal, state, and local income tax returns and reports, if any, for the three (3) most recent years; (e) A copy of any partnership agreement made in a record and any amendment made in a record to any partnership agreement; (f) A copy of any financial statement of the partnership for the three (3) most recent years; (g) A copy of the three (3) most recent annual reports delivered by the partnership to the secretary of state pursuant to section 30-21-213, Idaho Code; (h) A copy of any record made by the partnership during the past three (3) years of any consent given by or vote taken of any partner pursuant to this act or the partnership agreement; and (i) Unless contained in a partnership agreement made in a record, a record stating: (1) A description and statement of the agreed value of contributions other than money made and agreed to be made by each partner; (2) The times at which, or events on the happening of which, any additional contributions agreed to be made by each partner are to be made; (3) For any person that is both a general partner and a limited partner, a specification of what transferable interest the person owns in each capacity; and (4) Any events upon the happening of which the partnership is to be dissolved and its activities and affairs wound up.  History: [30-24-108, added 2015, ch. 243, sec. 33, p. 842.]
ID Code § 30-24-109 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-109 - DUAL CAPACITY.

30-24-109. DUAL CAPACITY. A person may be both a general partner and a limited partner. A person that is both a general and limited partner has the rights, powers, duties, and obligations provided by this chapter and the partnership agreement in each of those capacities. When the person acts as a general partner, the person is subject to the obligations, duties, and restrictions under this chapter and the partnership agreement for general partners. When the person acts as a limited partner, the person is subject to the obligations, duties, and restrictions under this chapter and the partnership agreement for limited partners.  History: [30-24-109, added 2015, ch. 243, sec. 33, p. 843.]
ID Code § 30-24-110 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-110 - NATURE, PURPOSE AND DURATION OF LIMITED PARTNERSHIP.

30-24-110. NATURE, PURPOSE AND DURATION OF LIMITED PARTNERSHIP. (a) A limited partnership is an entity distinct from its partners. A limited partnership is the same entity regardless of whether its certificate states that the limited partnership is a limited liability limited partnership. (b) A limited partnership may have any lawful purpose. (c) A limited partnership has perpetual duration.   History: [30-24-110, added 2015, ch. 243, sec. 33, p. 843.]
ID Code § 30-24-111 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-111 - POWERS.

30-24-111. POWERS. A limited partnership has the capacity to sue and be sued in its own name and the power to do all things necessary or convenient to carry on its activities and affairs.  History: [30-24-111, added 2015, ch. 243, sec. 33, p. 843.]
ID Code § 30-24-112 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-112 - APPLICATION TO EXISTING RELATIONSHIPS.

30-24-112. APPLICATION TO EXISTING RELATIONSHIPS. (a) Before July 1, 2017, this chapter governs only: (1) A limited partnership formed on or after July 1, 2015; and (2) Except as otherwise provided in subsections (c) and (d) of this section, a limited partnership formed before July 1, 2015, which elects, in the manner provided in its partnership agreement or by law for amending the partnership agreement, to be subject to this chapter. (b) Except as otherwise provided in subsections (c) and (d) of this section, on and after July 1, 2017, this chapter governs all limited partnerships. (c) With respect to a limited partnership formed before July 1, 2006, the following rules apply except as the partners otherwise elect in the manner provided in the partnership agreement or by law for amending the partnership agreement: (1) Section 30-24-110(c), Idaho Code, does not apply and the limited partnership has whatever duration it had under the law applicable immediately before July 1, 2006. (2) The limited partnership is not required to amend its certificate of limited partnership to comply with section 30-24-201(b)(5), Idaho Code. (3) Sections 30-24-601 and 30-24-602, Idaho Code, do not apply and a limited partner has the same right and power to dissociate from the limited partnership, with the same consequences, as existed immediately before July 1, 2006. (4) Section 30-24-603(4), Idaho Code, does not apply. (5) Section 30-24-603(5), Idaho Code, does not apply and a court has the same power to expel a general partner as the court had immediately before July 1, 2006. (6) Section 30-24-801(a)(3) and (4), Idaho Code, does not apply and the connection between a person’s dissociation as a general partner and the dissolution of the limited partnership is the same as existed immediately before July 1, 2006. (d) With respect to a limited partnership that elects pursuant to subsection (a)(2) of this section to be subject to this chapter, after the election takes effect the provisions of this chapter relating to the liability of the limited partnership’s general partners to third parties apply: (1) Before July 1, 2017, to: (A) A third party that had not done business with the limited partnership in the year before the election took effect; and (B) A third party that had done business with the limited 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 July 1, 2017, to all third parties, but those provisions remain inapplicable to any obligation incurred while those provisions were inapplicable under paragraph (1)(B) of this subsection.  History: [30-24-112, added 2015, ch. 243, sec. 33, p. 843.]
ID Code § 30-24-113 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 1 - GENERAL PROVISIONS|Section 30-24-113 - SUBJECTS COVERED OUTSIDE CHAPTER.

30-24-113. SUBJECTS COVERED OUTSIDE CHAPTER. The following subjects are covered outside this chapter: (1) Supplemental principles of law – section 30-21-702, Idaho Code. (2) Permitted names – sections 30-21-301 and 30-21-302, Idaho Code. (3) Reservation of name – section 30-21-303, Idaho Code.  (4) Registration of name – section 30-21-304, Idaho Code. (5) Registered agent – sections 30-21-402 and 30-21-404, Idaho Code. (6) Change of registered agent or address for registered agent by limited partnership – section 30-21-407, Idaho Code. (7) Resignation of registered agent – section 30-21-410, Idaho Code. (8) Change of name or address by registered agent – sections 30-21-408 and 30-21-409, Idaho Code. (9) Service of process, notice or demand – section 30-21-412, Idaho Code. (10) Delivery of record – section 30-21-104, Idaho Code. (11) Reservation of power to amend or repeal – section 30-21-701, Idaho Code.  History: [30-24-113, added 2015, ch. 243, sec. 33, p. 844.]
ID Code § 30-24-201 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 2 - FORMATION; CERTIFICATE OF LIMITED PARTNERSHIP AND OTHER FILINGS|Section 30-24-201 - FORMATION OF LIMITED PARTNERSHIP — CERTIFICATE OF LIMITED PARTNERSHIP.

30-24-201. FORMATION OF LIMITED PARTNERSHIP — CERTIFICATE OF LIMITED PARTNERSHIP. (a) To form a limited partnership, a person must deliver a certificate of limited partnership to the secretary of state for filing. (b) A certificate of limited partnership must state: (1) The name of the limited partnership, which must comply with sections 30-21-301 and 30-21-302(b), Idaho Code; (2) The street and mailing addresses of the partnership’s principal office; (3) The information required by section 30-21-404(a), Idaho Code; (4) The name and the street and mailing addresses of each general partner; (5) Whether the limited partnership is a limited liability limited partnership; and (6) If the partnership is a professional entity, a statement that the partnership is a professional limited partnership or professional limited liability limited partnership and the principal profession or professions for which the partnership’s partners are duly licensed or otherwise legally authorized to render professional services. (c) A certificate of limited partnership may contain statements as to matters other than those required by subsection (b) of this section, but may not vary or otherwise affect the provisions specified in section 30-24-105(c) and (d), Idaho Code, in a manner inconsistent with that section. The secretary of state shall not accept partnership agreements for filing. (d) A limited partnership is formed when: (1) The certificate of limited partnership becomes effective; (2) At least two (2) persons have become partners; (3) At least one (1) person has become a general partner; and (4) At least one (1) person has become a limited partner.  History: [30-24-201, added 2015, ch. 243, sec. 34, p. 845.]
ID Code § 30-24-202 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 2 - FORMATION; CERTIFICATE OF LIMITED PARTNERSHIP AND OTHER FILINGS|Section 30-24-202 - AMENDMENT OR RESTATEMENT OF CERTIFICATE OF LIMITED PARTNERSHIP.

30-24-202. AMENDMENT OR RESTATEMENT OF CERTIFICATE OF LIMITED PARTNERSHIP. (a) A certificate of limited partnership may be amended or restated at any time. (b) To amend its certificate of limited partnership, a limited partnership must deliver to the secretary of state for filing an amendment stating: (1) The name of the partnership; (2) The date of filing of its initial certificate; and (3) The text of the amendment. (c) To restate its certificate of limited partnership, a limited partnership must deliver to the secretary of state for filing a restatement designated as such in its heading.  (d) A limited partnership shall promptly deliver to the secretary of state for filing an amendment to a certificate of limited partnership to reflect: (1) The admission of a new general partner; (2) The dissociation of a person as a general partner; or (3) The appointment of a person to wind up the limited partnership’s activities and affairs under section 30-24-802(c) or (d), Idaho Code. (e) If a general partner knows that any information in a filed certificate of limited partnership was inaccurate when the certificate was filed or has become inaccurate due to changed circumstances, the general partner shall promptly: (1) Cause the certificate to be amended; or (2) If appropriate, deliver to the secretary of state for filing a statement of change under section 30-21-407, Idaho Code, or a statement of correction under section 30-21-205, Idaho Code.  History: [30-24-202, added 2015, ch. 243, sec. 34, p. 845.]
ID Code § 30-24-204 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 2 - FORMATION; CERTIFICATE OF LIMITED PARTNERSHIP AND OTHER FILINGS|Section 30-24-204 - SUBJECTS COVERED OUTSIDE CHAPTER.

30-24-204. SUBJECTS COVERED OUTSIDE CHAPTER. The following subjects are covered outside this chapter: (1) Signing and filing pursuant to judicial order – section 30-21-210, Idaho Code. (2) Liability for inaccurate information in filed record – section 30-21-211, Idaho Code. (3) Filing requirements – section 30-21-201, Idaho Code. (4) Effective date and time – section 30-21-203, Idaho Code. (5) Withdrawal of filed record before effectiveness – section 30-21-204, Idaho Code. (6) Correcting filed record – section 30-21-205, Idaho Code. (7) Duty of secretary of state to file; review of refusal to file; delivery of record by secretary of state – sections 30-21-206 and 30-21-212, Idaho Code. (8) Certificate of good standing or registration – section 30-21-208, Idaho Code. (9) Annual report for secretary of state – section 30-21-213, Idaho Code.  History: [30-24-204, added 2015, ch. 243, sec. 34, p. 847; am. 2020, ch. 82, sec. 30, p. 201.]
ID Code § 30-24-301 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 3 - LIMITED PARTNERS|Section 30-24-301 - BECOMING LIMITED PARTNER.

30-24-301. BECOMING LIMITED PARTNER. (a) Upon formation of a limited partnership, a person becomes a limited partner as agreed among the persons that are to be the initial partners. (b) After formation, a person becomes a limited partner: (1) As provided in the partnership agreement; (2) As the result of a transaction effective under chapter 22, title 30, Idaho Code; (3) With the affirmative vote or consent of all the partners; or (4) As provided in section 30-24-801(a)(4) or (5), Idaho Code. (c) A person may become a limited partner without: (1) Acquiring a transferable interest; or (2) Making or being obligated to make a contribution to the limited partnership.  History: [30-24-301, added 2015, ch. 243, sec. 35, p. 847.]
ID Code § 30-24-302 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 3 - LIMITED PARTNERS|Section 30-24-302 - NO AGENCY POWER OF LIMITED PARTNER AS LIMITED PARTNER.

30-24-302. NO AGENCY POWER OF LIMITED PARTNER AS LIMITED PARTNER. (1) A limited partner is not an agent of a limited partnership solely by reason of being a limited partner. (2) A person’s status as a limited partner does not prevent or restrict law other than this chapter from imposing liability on a limited partnership because of the person’s conduct.  History: [30-24-302, added 2015, ch. 243, sec. 35, p. 847.]
ID Code § 30-24-303 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 3 - LIMITED PARTNERS|Section 30-24-303 - NO LIABILITY AS LIMITED PARTNER FOR LIMITED PARTNERSHIP OBLIGATIONS.

30-24-303. NO LIABILITY AS LIMITED PARTNER FOR LIMITED PARTNERSHIP OBLIGATIONS. (a) A debt, obligation, or other liability of a limited partnership is not the debt, obligation, or other liability of a limited partner. A limited partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the limited partnership solely by reason of being or acting as a limited partner, even if the limited partner participates in the management and control of the limited partnership. This subsection applies regardless of the dissolution of the partnership. (b) The failure of a limited partnership to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a limited partner for a debt, obligation, or other liability of the partnership.  History: [30-24-303, added 2015, ch. 243, sec. 35, p. 847.]
ID Code § 30-24-305 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 3 - LIMITED PARTNERS|Section 30-24-305 - LIMITED DUTIES OF LIMITED PARTNERS.

30-24-305. LIMITED DUTIES OF LIMITED PARTNERS. (a) A limited partner shall discharge any duties to the partnership and the other partners under the partnership agreement and exercise any rights under this act or the partnership agreement consistently with the contractual obligation of good faith and fair dealing. (b) Except as otherwise provided in subsection (a) of this section, a limited partner does not have any duty to the limited partnership or to any other partner solely by reason of acting as a limited partner. (c) If a limited partner enters into a transaction with a limited partnership, the limited partner’s rights and obligations arising from the transaction are the same as those of a person that is not a partner.  History: [30-24-305, added 2015, ch. 243, sec. 35, p. 849.]
ID Code § 30-24-306 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 3 - LIMITED PARTNERS|Section 30-24-306 - LIABILITY FOR INACCURATE INFORMATION IN FILED RECORD.

30-24-306. LIABILITY FOR INACCURATE INFORMATION IN FILED RECORD. (a) Except as otherwise provided in subsection (b) of this section, a person that makes an investment in a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not liable for the enterprise’s obligations by reason of making the investment, receiving distributions from the enterprise, or exercising any rights of or appropriate to a limited partner, if, on ascertaining the mistake, the person: (1) Causes an appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the secretary of state for filing; or (2) Withdraws from future participation as an owner in the enterprise by signing and delivering to the secretary of state for filing a statement of negation under this section. (b) A person that makes an investment described in subsection (a) of this section is liable to the same extent as a general partner to any third party that enters into a transaction with the enterprise, believing in good faith that the person is a general partner, before the secretary of state files a statement of negation, certificate of limited partnership, amendment, or statement of correction to show that the person is not a general partner. (c) If a person makes a diligent effort in good faith to comply with subsection (a)(1) of this section and is unable to cause the appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the secretary of state for filing, the person has the right to withdraw from the enterprise pursuant to subsection (a)(2) of this section even if the withdrawal would otherwise breach an agreement with others that are or have agreed to become co-owners of the enterprise.  History: [30-24-306, added 2015, ch. 243, sec. 35, p. 849.]
ID Code § 30-24-401 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-401 - BECOMING GENERAL PARTNER.

30-24-401. BECOMING GENERAL PARTNER. (a) Upon formation of a limited partnership, a person becomes a general partner as agreed among the persons that are to be the initial partners. (b) After formation of a limited partnership, a person becomes a general partner: (1) As provided in the partnership agreement; (2) As the result of a transaction effective under chapter 22, title 30, Idaho Code; (3) With the affirmative vote or consent of all the partners: or (4) Under section 30-24-801(a)(3)(B), Idaho Code, following the dissociation of a limited partnership’s last general partner. (c) A person may become a general partner without: [(1)](a) Acquiring a transferable interest; or [(2)](b) Making or being obligated to make a contribution to the partnership.  History: [30-24-401, added 2015, ch. 243, sec. 36, p. 850.]
ID Code § 30-24-402 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-402 - NO AGENCY POWER OF GENERAL PARTNER AS LIMITED PARTNER.

30-24-402. NO AGENCY POWER OF GENERAL PARTNER AS LIMITED PARTNER. (a) Each general partner is an agent of the limited partnership for the purposes of its activities and affairs. An act of a general partner, including the signing of a record in the partnership’s name, for apparently carrying on in the ordinary course the partnership’s activities and affairs or activities and affairs of the kind carried on by the partnership binds the partnership, unless the general partner did not have authority to act for the partnership in the particular matter and the person with which the general partner was dealing knew or had notice that the general partner lacked authority. (b) An act of a general partner that is not apparently for carrying on in the ordinary course the limited partnership’s activities and affairs or activities and affairs of the kind carried on by the partnership binds the partnership only if the act was actually authorized by all the other partners.  History: [30-24-402, added 2015, ch. 243, sec. 36, p. 850.]
ID Code § 30-24-403 (2021)
2021 Idaho Code|Title 30 - CORPORATIONS|Chapter 24 - LIMITED PARTNERSHIPS|Part 4 - GENERAL PARTNERS|Section 30-24-403 - LIMITED PARTNERSHIP LIABLE FOR GENERAL PARTNER’S ACTIONABLE CONDUCT.

30-24-403. LIMITED PARTNERSHIP LIABLE FOR GENERAL PARTNER’S ACTIONABLE CONDUCT. (a) A limited 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 general partner acting in the ordinary course of activities and affairs of the partnership or with the actual or apparent authority of the partnership. (b) If, in the course of a limited partnership’s activities and affairs or while acting with actual or apparent authority of the partnership, a general 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 general partner, the partnership is liable for the loss.  History: [30-24-403, added 2015, ch. 243, sec. 36, p. 850.]