§ 23-4-1-15 — Nature of partner liability; partnerships; limited liability partnerships

Indiana § 23-4-1-15

• Jurisdiction: Indiana
• Title 23: BUSINESS AND OTHER ASSOCIATIONS
• Art. 4: PARTNERSHIPS
• Ch. 1: Uniform Partnership Act

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(1) Except as provided in paragraph (2), all
partners are liable:
(a) Jointly and severally for everything chargeable to the
partnership under sections 13 and 14 of this chapter.
(b) Jointly for all other debts and obligations of the partnership;
but any partner may enter into a separate obligation to perform a
partnership contract.
(2) A partner of a limited liability partnership is not personally
liable, directly or indirectly, including by way of indemnification,
contribution, or otherwise, for:
(a) the debts, obligations, or liabilities of, or chargeable to, the
limited liability partnership or other partner or partners, whether
arising in tort, contract, or otherwise; or
(b) the acts or omissions of any other partner;
solely by reason of being a partner, acting or failing to act as a partner,
or participating as an employee, a consultant, a contractor, or otherwise
in the conduct of the business or activities of the limited liability
partnership while the partnership is a limited liability partnership.
(3) A partner of a limited liability partnership may be personally
liable for the partner's own acts or omissions.
(4) A limited liability partnership is liable out of partnership assets
for partnership debts, obligations, and liabilities.
(5) A partner in a limited liability partnership is not a proper party
to a proceeding by or against the limited liability partnership, the object
of which is to recover any debts, obligations, or liabilities of, or
chargeable to, the partnership, unless the partner is personally liable
under paragraph (3).
(6) The laws of Indiana or another jurisdiction may not impose
personal liability on a partner in a limited liability partnership. The
only actions required of a limited liability partnership or of individual
partners in such a partnership in order to avail themselves of the
limited liability provisions of this chapter are those required by this
chapter.
Formerly: Acts 1949, c.114, s.15. As amended by P.L.34-1987,
SEC.295; P.L.230-1995, SEC.4.