Nevada § 88.540 Right of assignee to become limited partner; liability

Nevada Statutes

§ 88.540 — Right of assignee to become limited partner; liability

Nevada·Title 7 BUSINESS ASSOCIATIONS; SECURITIES; COMMODITIES·Ch. 88 Uniform· INTERESTS IN PARTNERSHIPS

1. An assignee of a partnership interest, including an assignee of a general partner, may become a limited partner if and to the extent that:

(a)The assignor gives the assignee that right in accordance with authority described in the partnership agreement; or

(b)All other partners consent. 2. An assignee who has become a limited partner has, to the extent assigned, the rights and powers, and is subject to the restrictions and liabilities, of a limited partner under the partnership agreement and this chapter. An assignee who becomes a limited partner also is liable for the obligations of the assignor to make and return contributions as provided in NRS 88.490 to 88.525 , inclusive. However, the assignee is not obligated for liabilities unknown to the assignee at the time the assignee becam

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1. An assignee of a partnership interest, including an assignee of a general partner, may become a limited partner if and to the extent that:
(a) The assignor gives the assignee that right in accordance with authority described in the partnership agreement; or
(b) All other partners consent.
2. An assignee who has become a limited partner has, to the extent assigned, the rights and powers, and is subject to the restrictions and liabilities, of a limited partner under the partnership agreement and this chapter. An assignee who becomes a limited partner also is liable for the obligations of the assignor to make and return contributions as provided in NRS 88.490 to 88.525 , inclusive. However, the assignee is not obligated for liabilities unknown to the assignee at the time the assignee became a limited partner.
3. If an assignee of a partnership interest becomes a limited partner, the assignor is not released from his or her liability to the limited partnership under NRS 88.385 and 88.475 .

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