§ 7-62-502 — Liability for contributions

(1) Except as provided in the
partnership agreement, a partner is obligated to the limited partnership to perform
any enforceable promise to contribute cash or property or to perform services, even
if the partner is unable to perform because of death, disability, or any other reason.
If a partner does not make the required contribution of property or services, the
partner is obligated at the option of the limited partnership to contribute cash equal
to that portion of the value, as stated in the partnership records required to be kept
by section 7-62-105, of the stated contribution that has not been made.

(2) Unless otherwise provided in the partnership agreement, the obligation of
a partner to make a contribution or return money or other property paid or
distributed in violation of this article may be compromised only by consent in
writing of all the partners. Notwithstanding the compromise, a creditor of a limited
partnership who extends credit or otherwise acts in reliance on the original
obligation may enforce the original obligation.

(3) No promise by a limited partner to contribute to the limited partnership is
enforceable unless set out in a writing signed by the limited partner.

Legislative History

Source: L. 81: Entire article added, p. 443, � 1, effective November 1. L. 86: Entire section amended, p. 455, � 22, effective July 1. L. 2004: (1) amended, p. 1444, � 135, effective July 1.