reglab/housing_qa huggingface dataset:
MO Rev Stat § 358.380 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.380 - Rights of partners to application of partnership property.

Effective - 28 Aug 1949   358.380. Rights of partners to application of partnership property. — 1. When dissolution is caused in any way, except in contravention of the partnership agreement, each partner, as against his copartners and all persons claiming through them in respect of their interests in the partnership, unless otherwise agreed, may have the partnership property applied to discharge its liabilities, and the surplus applied to pay in cash the net amount owing to the respective partners. But if dissolution is caused by expulsion of a partner, bona fide under the partnership agreement and if the expelled partner is discharged from all partnership liabilities, either by payment or agreement under subsection 2 of section 358.360, he shall receive in cash only the net amount due him from the partnership.  2. When dissolution is caused in contravention of the partnership agreement the rights of the partners shall be as follows:  (1) Each partner who has not caused dissolution wrongfully shall have  (a) All the rights specified in subsection 1 of this section; and  (b) The right, as against each partner who has caused the dissolution wrongfully, to damages for breach of the agreement.  (2) The partners who have not caused the dissolution wrongfully, if they all desire to continue the business in the same name, either by themselves or jointly with others, may do so, during the agreed term for the partnership and for that purpose may possess the partnership property, provided they secure the payment by bond approved by the court, or pay to any partner who has caused the dissolution wrongfully, the value of his interest in the partnership at the dissolution, less any damages recoverable under paragraph (b) of subdivision (1) of subsection 2 of this section, and in like manner indemnify him against all present or future partnership liabilities.  (3) A partner who has caused the dissolution wrongfully shall have:  (a) If the business is not continued under the provisions of subdivision (2) of subsection 2 all the rights of a partner under subsection 1, subject to paragraph (b) of subdivision (1) of subsection 2, of this section;  (b) If the business is continued under subdivision (2) of subsection 2 of this section the right as against his copartners and all claiming through them in respect of their interests in the partnership, to have the value of his interests in the partnership, less any damages caused to his copartners by the dissolution, ascertained and paid to him in cash, or the payment secured by bond approved by the court, and to be released from all existing liabilities of the partnership; but in ascertaining the value of the partner's interest the value of the goodwill of the business shall not be considered. ­­-------- (L. 1949 p. 506 § 38)
MO Rev Stat § 358.390 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.390 - Rights where partnership is dissolved for fraud or misrepresentation.

Effective - 28 Aug 1949   358.390. Rights where partnership is dissolved for fraud or misrepresentation. — Where a partnership contract is rescinded on the ground of the fraud or misrepresentation of one of the parties thereto, the party entitled to rescind is, without prejudice to any other right, entitled,  (1) To a lien on, or right of retention of, the surplus of the partnership property after satisfying the partnership liabilities to third persons for any sum of money paid by him for the purchase of an interest in the partnership and for any capital or advances contributed by him; and  (2) To stand, after all liabilities to third persons have been satisfied, in the place of the creditors of the partnership for any payments made by him in respect of the partnership liabilities; and  (3) To be indemnified by the person guilty of the fraud or making the representation against all debts and liabilities of the partnership. ­­-------- (L. 1949 p. 506 § 39)
MO Rev Stat § 358.400 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.400 - Rules for distribution.

Effective - 28 Aug 1995   358.400. Rules for distribution. — In settling accounts between the partners after dissolution, the following rules shall be observed, subject to any agreement to the contrary:  (1) The assets of the partnership are:  (a) The partnership property; and  (b) The contributions of the partners specified in subdivision (4) of this section.  (2) The liabilities of the partnership shall rank in order of payment, as follows:  (a) Those owing to creditors other than partners;  (b) Those owing to partners other than for capital and profits;  (c) Those owing to partners in respect of capital;  (d) Those owing to partners in respect of profits.  (3) The assets shall be applied in the order of their declaration in subdivision (1) of this section to the satisfaction of the liabilities.  (4) Except as provided in subsection 2 of section 358.150:  (a) The partners shall contribute as provided by subdivision (1) of section 358.180 the amount necessary to satisfy the liabilities; and  (b) If any, but not all, of the partners are insolvent, or, not being subject to process, refuse to contribute, the other partners shall contribute their share of the liabilities, and, in the relative proportions in which they share the profits, the additional amount necessary to pay the liabilities.  (5) An assignee for the benefit of creditors or any person appointed by the court shall have the right to enforce the contributions specified in subdivision (4) of this section.  (6) Any partner or the partner's legal representative shall have the right to enforce the contributions specified in subdivision (4) of this section, to the extent of the amount which the partner has paid in excess of the partner's share of the liability.  (7) The individual property of a deceased partner shall be liable for the contributions specified in subdivision (4) of this section.  (8) When partnership property and the individual properties of the partners are in possession of a court for distribution, partnership creditors shall have priority on partnership property and separate creditors on individual property, saving the rights of lien or secured creditors as heretofore.  (9) Where a partner has become bankrupt or the partner's estate is insolvent the claims against the partner's separate property shall rank in the following order:  (a) Those owing to separate creditors;  (b) Those owing to partnership creditors;  (c) Those owing to partners by way of contribution. ­­-------- (L. 1949 p. 506 § 40, A.L. 1995 H.B. 558)
MO Rev Stat § 358.420 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.420 - Rights of retiring or estate of deceased partner when the business is continued.

Effective - 28 Aug 1949   358.420. Rights of retiring or estate of deceased partner when the business is continued. — When any partner retires or dies, and the business is continued under any of the conditions set forth in subsections 1, 2, 3, 4, 5, and 6 of section 358.410, or subdivision (2) of subsection 2 of section 358.380 without any settlement of accounts as between him or his estate and the person or partnership continuing the business, unless otherwise agreed, he or his legal representative as against such persons or partnership may have the value of his interest at the date of dissolution ascertained, and shall receive as an ordinary creditor an amount equal to the value of his interest in the dissolved partnership with interest, or, at his option or at the option of his legal representative, in lieu of interest, the profits attributable to the use of his right in the property of the dissolved partnership; provided that the creditors of the dissolved partnership as against the separate creditors, or the representative of the retired or deceased partner, shall have priority on any claim arising under this section, as provided by subsection 8 of section 358.410. ­­-------- (L. 1949 p. 506 § 42)
MO Rev Stat § 358.430 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.430 - Accrual of actions.

Effective - 28 Aug 1949   358.430. Accrual of actions. — The right to an account of his interest shall accrue to any partner, or his legal representative, as against the winding up partners or the surviving partners or the person or partnership continuing the business, at the date of dissolution, in the absence of any agreement to the contrary. ­­-------- (L. 1949 p. 506 § 43)
MO Rev Stat § 358.450 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.450 - Registered limited liability partnership, L.L.P. or LLP to be used as last words or letters in partnership name.

Effective - 28 Aug 1995   358.450. Registered limited liability partnership, L.L.P. or LLP to be used as last words or letters in partnership name. — 1. The name of a partnership registered pursuant to section 358.440 and the name of a foreign registered limited liability partnership doing business in this state shall contain the words "Registered Limited Liability Partnership" or the abbreviation "L.L.P." or "LLP" as the last words or letters of its name.  2. The name of a registered limited liability partnership or foreign registered limited liability partnership shall be such as to distinguish it upon the records in the office of the secretary of state from the name of any corporation, limited partnership, limited liability company, business trust, registered limited liability partnership or foreign registered limited liability partnership reserved, registered, formed or organized under the laws of this state or qualified to do business or registered as a foreign corporation, foreign limited partnership or foreign limited liability company in this state; provided, however, that a registered limited liability partnership or foreign registered limited liability partnership may register under any name which is not such as to distinguish it upon the records in the office of the secretary of state from the name of any domestic or foreign corporation, limited partnership, limited liability company, business trust or registered limited liability partnership or foreign registered limited liability partnership reserved, registered, formed or organized under the laws of this state with the written consent of the other corporation, limited partnership, limited liability company, business trust or registered limited liability partnership or foreign registered limited liability partnership, which written consent shall be filed with the secretary of state. ­­-------- (L. 1995 H.B. 558)
MO Rev Stat § 358.460 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.460 - Reservation of exclusive right to use of a name, procedure to reserve, time period — fee — transfer of name permitted — cancellation, procedure, fee.

Effective - 28 Aug 2004   358.460. Reservation of exclusive right to use of a name, procedure to reserve, time period — fee — transfer of name permitted — cancellation, procedure, fee. — 1. The exclusive right to the use of a name of a registered limited liability partnership or foreign registered limited liability partnership may be reserved by:  (1) Any person intending to become a registered limited liability partnership or foreign registered limited liability partnership under this chapter and to adopt that name; and  (2) Any registered limited liability partnership or foreign registered limited liability partnership which proposes to change its name.  2. The reservation of a specified name shall be made by filing with the secretary of state an application, executed by the applicant, specifying the name to be reserved and the name and address of the applicant. If the secretary of state finds that the name is available for use by a registered limited liability partnership or foreign registered limited liability partnership, the secretary of state shall reserve the name for the exclusive use of the applicant for a period of sixty days. A name reservation shall not exceed a period of one hundred eighty days from the date of the first name reservation application. Upon the one hundred eighty-first day the name shall cease reserve status and shall not be placed back in such status. The right to the exclusive use of a reserved name may be transferred to any other person by filing in the office of the secretary of state a notice of the transfer, executed by the applicant for whom the name was reserved, specifying the name to be transferred and the name and address of the transferee. The reservation of a specified name may be cancelled by filing with the secretary of state a notice of cancellation, executed by the applicant or transferee, specifying the name reservation to be cancelled and the name and address of the applicant or transferee.  3. A fee in the amount of twenty-five dollars shall be paid to the secretary of state upon receipt for filing of an application for reservation of name, an application for renewal of reservation or a notice of transfer or cancellation pursuant to this section. All moneys from the payment of this fee shall be deposited into the general revenue fund. ­­-------- (L. 1995 H.B. 558, A.L. 2004 H.B. 1664)
MO Rev Stat § 358.480 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.480 - Filing with secretary of state becomes notice of all facts in applications, renewals or certificate of amendment.

Effective - 28 Aug 1995   358.480. Filing with secretary of state becomes notice of all facts in applications, renewals or certificate of amendment. — The fact that an application, a renewal application, a certificate of amendment of an application, or a renewal application is on file in the office of the secretary of state is notice that the partnership is a registered limited liability partnership and is notice of all other facts set forth in the renewal application or certificate of amendment of an application or a renewal application. ­­-------- (L. 1995 H.B. 558)
MO Rev Stat § 358.490 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.490 - Fees charged for copies of partnership papers filed with secretary of state — certificate of good standing of partnership may be issued by secretary of state, fee.

Effective - 28 Aug 2004   358.490. Fees charged for copies of partnership papers filed with secretary of state — certificate of good standing of partnership may be issued by secretary of state, fee. — 1. A fee in the amount of five dollars shall be paid to the secretary of state for a certified copy of any paper on file as provided for by this chapter in a written electronic format. One dollar for each additional page shall be paid to the secretary of state for written requests. Moneys from such fees shall be paid into the general revenue fund.  2. The secretary of state may issue certificates of good standing relating to the registered limited liability partnerships in a written or electronic format for a fee in the amount of five dollars, except that for issuing an abstract that recites all of the registered limited liability partnership's filings with the secretary of state, a fee of five dollars shall be paid to the secretary of state. ­­-------- (L. 1995 H.B. 558, A.L. 2004 H.B. 1664)
MO Rev Stat § 358.500 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.500 - Legal existence of a registered limited liability partnership to be recognized — partnership formed in other jurisdictions, effect.

Effective - 28 Aug 1995   358.500. Legal existence of a registered limited liability partnership to be recognized — partnership formed in other jurisdictions, effect. — 1. A partnership, including a registered limited liability partnership, formed pursuant to an agreement governed by the laws of this state may conduct its business, carry on its operations, and have and exercise the powers granted by this chapter in any state, territory, district or possession of the United States or in any foreign country.  2. The legal existence of a registered limited liability partnership formed pursuant to an agreement governed by the laws of this state shall be recognized outside this state and the laws of this state governing such a registered limited liability partnership shall be granted full faith and credit under the Constitution of the United States.  3. The internal affairs of a partnership, including a registered limited liability partnership, formed pursuant to an agreement governed by the laws of this state, including the liability of partners for debts, obligations, and liabilities of or chargeable to the partnership, shall be subject to and governed by the laws of this state.  4. The internal affairs of a partnership, including a limited liability partnership, formed pursuant to an agreement governed by the laws of another jurisdiction, including the liability of partners for debts, obligations and liabilities of, or chargeable to the partnership, shall be subject to, and governed by, the laws of such other jurisdiction. ­­-------- (L. 1995 H.B. 558)
MO Rev Stat § 358.501 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.501 - Additional five dollars on every fee charged to partnership collected by secretary of state, where deposited.

Effective - 28 Aug 1995   358.501. Additional five dollars on every fee charged to partnership collected by secretary of state, where deposited. — The secretary of state may collect an additional fee of five dollars on each and every fee required in this chapter relating to limited liability partnerships. All fees collected as provided in this section shall be deposited in the state treasury and credited to the secretary of state's technology trust fund account. ­­-------- (L. 1995 H.B. 558)
MO Rev Stat § 358.510 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 358 - Uniform Partnership Law|Section 358.510 - Domestic limited partnership may become a registered limited liability limited partnership by compliance with requirements, effect — foreign limited partnerships, registration, effect.

Effective - 28 Aug 1998   358.510. Domestic limited partnership may become a registered limited liability limited partnership by compliance with requirements, effect — foreign limited partnerships, registration, effect. — 1. A domestic limited partnership may become a registered limited liability limited partnership by complying with the applicable provisions of the Missouri uniform limited partnership act, chapter 359, and by registering as a registered limited liability limited partnership under this chapter. A general partner in a limited partnership that has so registered as a registered limited liability limited partnership shall be accorded all the limited liability protection of a partner in a general partnership registered as a registered limited liability partnership under this chapter.  2. A foreign limited partnership that may register as a limited liability limited partnership or its equivalent pursuant to the laws of the jurisdiction of its formation, and has so registered in such jurisdiction, may become a registered limited liability limited partnership by complying with the applicable provisions of chapter 359 and by registering as a registered limited liability limited partnership pursuant to this chapter. A general partner in a foreign limited partnership that has registered as a registered limited liability limited partnership shall have the same limited liability protection as a partner in a registered limited liability partnership pursuant to the laws of such foreign jurisdiction. ­­-------- (L. 1995 H.B. 558, A.L. 1997 H.B. 655 merged with S.B. 170, A.L. 1998 H.B. 1228 merged with S.B. 680 merged with S.B. 844)
MO Rev Stat § 359.011 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 359 - Uniform Limited Partnership Law|Section 359.011 - Definitions.

Effective - 24 Jun 1997   359.011. Definitions. — As used in this chapter, the following terms mean:  (1) "Certificate of limited partnership", the certificate referred to in section 359.091, and the certificate as amended or restated;  (2) "Contribution", any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner;  (3) "Event of withdrawal of a general partner", an event that causes a person to cease to be a general partner as provided in section 359.241;  (4) "Foreign limited partnership", a partnership formed under the laws of any country or of any state other than this state and having as partners one or more general partners and one or more limited partners;  (5) "General partner", a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner;  (6) "Limited partner", a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement;  (7) "Limited partnership" and "domestic limited partnership", a partnership formed by two or more persons under the laws of this state and having one or more general partners and one or more limited partners;  (8) "Partner", a limited or general partner;  (9) "Partnership agreement", any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business;  (10) "Partnership interest", a partner's share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets;  (11) "Person", a natural person, partnership, limited partnership (domestic or foreign), domestic or foreign limited liability company, trust, estate, association, or corporation;  (12) "Registered limited liability limited partnership", a limited partnership complying with section 359.172;  (13) "State", a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. ­­-------- (L. 1985 H.B. 512 & 650, A.L. 1990 H.B. 1432, A.L. 1993 S.B. 66 & 20, A.L. 1997 H.B. 655 merged with S.B. 170)  Effective 6-24-97 (H.B. 655); 5-20-97 (S.B. 170)