§ 17-14-804 — Right of assignee to become limited partner

(a) An assignee of a partnership interest, including an
assignee of a general partner, may become a limited partner if
and to the extent that:
(i) The assignor gives the assignee that right in
accordance with authority described in the partnership
agreement; or
(ii) All other partners consent.
(b) 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 act. An assignee who becomes a
limited partner also is liable for the obligations of his
assignor to make and return contributions as provided in
articles 6 and 7. However, the assignee is not obligated for
liabilities unknown to the assignee at the time he became a
limited partner.
(c) If an assignee of a partnership interest becomes a
limited partner, the assignor is not released from his liability
to the limited partnership under W.S. 17-14-307 and 17-14-602.