reglab/housing_qa huggingface dataset:
TN Code § 61-2-906 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 9 - Foreign Limited Partnerships|§ 61-2-906. Cancellation of Registration

  A foreign limited partnership may cancel its registration by filing with the secretary of state a certificate of cancellation of registration executed by a general partner, which shall set forth:  The name of the foreign limited partnership, and, if different, the name under which it is registered to do business in Tennessee;   The name of the state or country under whose law it was organized;   That it is not transacting business in this state and that it surrenders its registration to transact business in this state;   That it either continues its registered agent in this state or revokes the authority of the registered agent to accept service on its behalf and appoints the secretary of state as its agent for service of process in any proceeding based on a cause of action arising during the time it was authorized to transact business in this state;   A mailing address to which the secretary of state may mail a copy of any process served on him under subdivision (a)(4); and   A commitment to notify the secretary of state in the future of any change in mailing address.     The secretary of state shall file the certificate of cancellation of registration if the secretary of state finds that the certificate of cancellation of registration:  Complies with subsection (a); and   Is accompanied by a tax clearance for termination or withdrawal relative to such foreign limited partnership.     When the certificate of cancellation of registration has been filed in accordance with subsection (b), the cancellation of the certificate of registration of the foreign limited partnership is effective. After cancellation of the registration of the foreign limited partnership is effective, service of process on the secretary of state or the continued registered agent under this section is service on the foreign limited partnership. Upon receipt of process, the secretary of state shall mail a copy of the process to the foreign limited partnership at the mailing address set forth under subdivision (a)(5).
TN Code § 61-2-907 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 9 - Foreign Limited Partnerships|§ 61-2-907. Doing Business Without Registration — Penalty

  A foreign limited partnership doing business in this state may not maintain any action, suit or proceeding in this state until it has registered in this state and has paid to this state all fees for the years or parts thereof during which it did business in this state without having registered.   The failure of a foreign limited partnership to register in this state does not impair:  The validity of any contract or act of the foreign limited partnership;   The right of any other party to the contract to maintain any action, suit or proceeding on the contract; or   The foreign limited partnership from defending any action, suit or proceeding in any court of this state.     A limited partner of a foreign limited partnership is not liable as a general partner of the foreign limited partnership solely by reason of the limited partnership having done business in this state without registration.   Any foreign limited partnership doing business in this state without first having registered shall be fined and shall pay to the secretary of state two hundred dollars ($200) for each year or part thereof during which the foreign limited partnership failed to register in this state.
TN Code § 61-2-908 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 9 - Foreign Limited Partnerships|§ 61-2-908. Enjoined From Doing Business

 The court of record shall have jurisdiction to enjoin any foreign limited partnership, or any agent thereof, from doing any business in this state if such foreign limited partnership has failed to register under this part or if such foreign limited partnership has secured a certificate from the secretary of state under § 61-2-903 on the basis of false or misleading representations. The attorney general shall, upon his own motion or upon the relation of proper parties, proceed for this purpose by complaint in any county in which such foreign limited partnership is doing or has done business.
TN Code § 61-2-909 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 9 - Foreign Limited Partnerships|§ 61-2-909. Other Provisions Applicable

 Sections 61-2-204(c) and 61-2-207 shall be applicable to foreign limited partnerships as if they were domestic limited partnerships.
TN Code § 61-2-910 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 9 - Foreign Limited Partnerships|§ 61-2-910. Service of Process

  The registered agent of a foreign limited partnership authorized to transact business in this state is the limited partnership's agent for service of process, notice or demand required or permitted by law to be served on the foreign limited partnership.   Service on a limited partnership when the secretary of state is its agent for service of process may be obtained pursuant to § 61-2-106.   This section does not prescribe the only means, or necessarily the required means, for serving a foreign limited partnership.
TN Code § 61-2-1001 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 10 - Derivative Actions|§ 61-2-1001. Right to Bring Action

 A limited partner may bring an action in the court of record in the right of a limited partnership to recover judgment in its favor if general partners with authority to do so have refused to bring the action or if an effort to cause those general partners to bring the action is not likely to succeed.
TN Code § 61-2-1002 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 10 - Derivative Actions|§ 61-2-1002. Proper Plaintiff

 In a derivative action the plaintiff must be a partner at the time of bringing the action and:   At the time of the transaction of which he complains; or   His status as a partner had devolved upon him by operation of law or pursuant to the terms of the partnership agreement from a person who was a partner at the time of the transaction.
TN Code § 61-2-1003 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 10 - Derivative Actions|§ 61-2-1003. Complaint

 In a derivative action, the complaint shall set forth with particularity the effort, if any, of the plaintiff to secure initiation of the action by a general partner or the reasons for not making the effort.
TN Code § 61-2-1004 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 10 - Derivative Actions|§ 61-2-1004. Award of Expenses

 If a derivative action is successful in whole or in part, or if anything is received by the plaintiff as a result of a judgment, compromise or settlement of any such action, the court may award the plaintiff reasonable expenses, including reasonable attorneys' fees. If anything is so received by the plaintiff, the court shall make such award of plaintiff's expenses payable out of those proceeds and direct plaintiff to remit to the limited partnership the remainder thereof, and if those proceeds are insufficient to reimburse plaintiff's reasonable expenses, the court may direct that any such award of plaintiff's expenses or portion thereof be paid by the limited partnership.
TN Code § 61-2-1101 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1101. Requirements Generally

  The form and filing of a document must satisfy the requirements of this section, and of all other applicable sections or rules that add to these requirements, to be entitled to filing by the secretary of state.   Parts 1, 2, and 9 of this chapter must require or permit filing the documents with the secretary of state.   The document must contain the information required by parts 1, 2, and 9 of this chapter and any information required by rules promulgated by the secretary of state. The document may contain other information as well.   The document must be capable of being printed in ink in a clear and legible fashion on one (1) side of letter size paper.   The document must be in the English language. A limited partnership's name need not be in English if written in English letters, or Arabic or Roman numerals.   The person executing the document must sign it and state beneath or opposite the person's signature the person's name and the capacity in which the person signs.   The document must be delivered to the office of the secretary of state for filing and must be accompanied by the correct filing fee, and any corporate tax, license fee, interest, or penalty required by part 12 of this chapter.   The secretary of state may promulgate appropriate rules establishing acceptable methods for execution of any document to be filed with the secretary of state.   All documents submitted to the secretary of state for filing shall contain a statement that makes it clear that the documents are being filed pursuant to the chapter.
TN Code § 61-2-1102 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1102. Forms

 The secretary of state may prescribe, and shall furnish upon request, forms for documents required or permitted to be filed by all chapters of this title. If the secretary of state has prescribed a mandatory form for the document, then the document must be in or on the prescribed form or a conformed copy thereof.
TN Code § 61-2-1103 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1103. Filing, Service, and Copying Fees

  The secretary of state shall collect the fees set forth in § 61-2-1207(a) when the documents described in that section are delivered to the secretary of state for filing.   The secretary of state shall collect a fee of ten dollars ($10.00), for each party at each address, each time process is served on the secretary of state under this chapter. The party to a proceeding causing service of process is entitled to recover this fee as costs if the party prevails in the proceeding.   The secretary of state shall collect a fee of ten dollars ($10.00) for copying all filed documents relating to a domestic or foreign limited partnership. All such copies will be certified or validated by the secretary of state.
TN Code § 61-2-1104 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1104. Effective Time and Date — Delays — Registered Agent and Office

  Except as provided in subsection (b) and § 61-2-1105, a document accepted for filing is effective:  At the time of filing on the date it is filed by the secretary of state, as evidenced by the secretary of state's date and time endorsement on the original document; and   At the time specified in the document as its effective time on the date it is filed.     A document may specify a delayed effective time and date, and if it does so the document becomes effective at the time and date specified. If a delayed effective date but no time is specified, the document is effective at the close of business on that date. A delayed effective date for a document may not be later than the ninetieth day after the date it is filed by the secretary of state. Notwithstanding the foregoing, an application for a reserved name, a notice of transfer or cancellation of a reserved name and certificate of correction, may not specify a delayed effective date and time.   The secretary of state shall not file any certificate of limited partnership or an application for registration, unless the document designates the registered agent and registered office of such domestic or foreign limited partnership in accordance with parts 1 and 9 of this chapter. The secretary of state shall not file any other document under parts 1, 2 and 9 of this chapter if, at the time of filing, the domestic or foreign limited partnership does not have a registered agent or registered office designated at such time, unless at the time such document is received for filing the secretary of state also receives for filing a statement designating such registered agent or registered office or both.
TN Code § 61-2-1105 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1105. Corrections — When Effective

  A domestic or foreign limited partnership may correct a document filed by the secretary of state if the document:  Contains an incorrect statement; or   Was defectively executed, attested, sealed, verified or acknowledged.     A document is corrected:  By preparing a certificate of correction that:  Describes the document (including its filing date) or attaches a copy of it to the certificate;   Specifies the incorrect statement and the reason it is incorrect or the manner in which the execution was defective; and   Corrects the incorrect statement or defective execution; and     By delivering the certificate to the secretary of state for filing.     Certificates of correction are effective on the effective time and date of the document they correct except as to persons relying on those uncorrected documents and adversely affected by the correction. As to those persons, certificates of correction are effective when filed.
TN Code § 61-2-1106 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1106. Filing Procedure — Refusal — Effect

  If a document delivered to the office of the secretary of state for filing satisfies the requirements of § 61-2-1101, the secretary of state shall file it.   The secretary of state files a document by stamping or otherwise endorsing “Filed,” together with his name and official title and the date and time of receipt, on such document. After filing a document, the secretary of state shall deliver the document, with the filing fee receipt (or acknowledgement of receipt if no fee is required) attached, to the domestic or foreign limited partnership or its representative in due course. A domestic or foreign limited partnership or its representative may present to the secretary of state an exact or conformed copy of the document presented for filing, together with such document, and, in that event, the secretary of state shall stamp or otherwise endorse the exact or conformed copy filed, together with his name and official title and the date and time of receipt, and immediately return the exact or conformed copy to the party filing the original of such document.   If the secretary of state refuses to file a document, he shall return it to the domestic or foreign limited partnership or its representative within a reasonable time after the document was received for filing, together with a brief, written explanation of the reason for his refusal.   The secretary of state's duty to file documents under this section is ministerial. His filing or refusing to file a document does not:  Affect the validity or invalidity of the document in whole or in part;   Relate to the correctness or incorrectness of information contained in the document;   Create a presumption that the document is valid or invalid or that information contained in the document is correct or incorrect; or   Establish that a document purporting to be an exact or conformed copy pursuant to subsection (b) is an exact or conformed copy.     Any limited partnership document that meets the requirements of parts 1, 2, and 9 of this chapter for filing and recording, and all applicable rules, must be received, filed, and recorded by the appropriate office, notwithstanding any contrary requirements found in any other laws of this state.
TN Code § 61-2-1107 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1107. Appeal of Refusal to File Document

  If the secretary of state refuses to file a document delivered to his office for filing, the domestic or foreign limited partnership may appeal the refusal to the chancery court of Davidson County. The appeal is commenced by petitioning the court to compel filing the document and by attaching to the petition the document and the secretary of state's explanation of his refusal to file.   The court may summarily order the secretary of state to file the document or take other action the court considers appropriate.   The court's final decision may be appealed as in other civil proceedings.   Any judicial review of the secretary of state's refusal to file a document shall be conducted in accordance with the Uniform Administrative Procedures Act, compiled in title 4, chapter 5.
TN Code § 61-2-1108 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 11 - Filing With Secretary of State|§ 61-2-1108. Copy as Evidence

 A certificate attached or certification affixed to a copy of a document filed by the secretary of state, bearing his signature (which may be in facsimile) and the seal of this state, is conclusive evidence that the original document is on file with the secretary of state.
TN Code § 61-2-1201 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 12 - Miscellaneous|§ 61-2-1201. Construction

  This chapter shall be so applied and construed as to effectuate its general purpose to make uniform the law with respect to the subject of this chapter among states enacting it.   The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this chapter.
TN Code § 61-2-1202 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 12 - Miscellaneous|§ 61-2-1202. Short Title

 This chapter shall be known and may be cited as the “Tennessee Uniform Limited Partnership Act of 1988.”
TN Code § 61-2-1203 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 12 - Miscellaneous|§ 61-2-1203. Severability

 If any provision of this chapter or its application to any person or circumstances is held invalid, the invalidity does not affect other provisions or applications of this chapter which can be given effect without the invalid provision or application, and to this end the provisions of this chapter are severable.
TN Code § 61-2-1204 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 12 - Miscellaneous|§ 61-2-1204. Effective Date and Extended Effective Date

  All limited partnerships formed on or after January 1, 1989, the “effective date” shall be governed by this chapter.   Except as provided in subsections (e) and (f), all limited partnerships formed on or after January 1, 1988, and prior to January 1, 1989, under chapter 2 of this title as hereby repealed, shall continue to be governed by that chapter until July 1, 1989, the “extended effective date,” at which time such limited partnerships shall be governed by this chapter.   Except as provided in subsection (e), a limited partnership formed prior to January 1, 1988, shall continue to be governed by chapter 2 of this title in effect prior to the adoption of chapter 2 of this title as hereby repealed, except that such limited partnership shall not have its term extended except under this chapter.   Except as provided in subsection (e), part 9 of this chapter, relative to foreign limited partnerships, is not effective until July 1, 1989.   Any limited partnership formed prior to January 1, 1989 and any foreign limited partnership may elect to be governed by this chapter before July 1, 1989 by filing with the register of deeds prior to January 1, 1989 and with the secretary of state on and after January 1, 1989 a certificate of limited partnership, or an application for registration as a foreign limited partnership which complies with this chapter or a certificate of amendment which would cause its certificate of limited partnership to comply with this chapter and which specifically states that it is electing to be so bound and by paying the fee for a certificate of limited partnership specified in § 61-2-1207(a)(8). Such certificate may be filed by any general partner without the necessity of obtaining the approval of any limited partner.   With respect to a limited partnership formed on or after January 1, 1988 and prior to January 1, 1989:  On and after July 1, 1989, such limited partnership need not file with the secretary of state a certificate of amendment which would cause its certificate of limited partnership to comply with this chapter until the occurrence of an event which, under this chapter, requires the filing of a certificate of amendment;   Sections 61-2-501 and 61-2-502, and 61-2-607(b) shall apply only to contributions and distributions made after January 1, 1989; and   Section 61-2-704 shall apply only to assignments made after January 1, 1989.
TN Code § 61-2-1205 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 12 - Miscellaneous|§ 61-2-1205. Rules of Law and Equity

 In any case not provided for in this chapter, the Tennessee Uniform Partnership Law, compiled in chapter 1 of this title, and the rules of law and equity shall govern.
TN Code § 61-2-1206 (2021)
2021 Tennessee Code|Title 61 - Partnerships|Chapter 2 - Revised Uniform Limited Partnership Act|Part 12 - Miscellaneous|§ 61-2-1206. Prior Law

 Except as set forth in § 61-2-1204, former chapter 2 of this title is hereby repealed.