| B.__Charged with an amount equal to the money plus the value | of any other property, net of the amount of any liabilities, | that is distributed by the partnership to the partner and | the partner's share of the partnership losses. |
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| | 2.__Partnership profits and losses.__Each partner is entitled | to an equal share of the partnership profits and is chargeable | with a share of the partnership losses in proportion to the | partner's share of the profits. |
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| | 3.__Reimbursement and indemnification.__A partnership shall | reimburse a partner for payments__made and indemnify a partner | for liabilities incurred by the partner in the ordinary course of | the business of the partnership or for the preservation of its | business or property. |
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| | 4.__Advance to partnership.__A partnership shall reimburse a | partner for an advance to the partnership beyond the amount of | capital the partner agreed to contribute. |
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| | 5.__Loan to partnership; interest.__A payment or advance made | by a partner that gives rise to a partnership obligation under | subsection 3 or 4 constitutes a loan to the partnership that | accrues interest from the date of the payment or advance. |
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| | 6.__Management and conduct of business.__Each partner has | equal rights in the management and conduct of the partnership | business. |
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| | 7.__Use or possess partnership property.__A partner may use or | possess partnership property only on behalf of the partnership. |
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| | 8.__Remuneration.__A partner is not entitled to remuneration | for services performed for the partnership, except for reasonable | compensation for services rendered in winding up the business of | the partnership. |
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| | 9.__Consent of all partners required.__A person may become a | partner only with the consent of all of the partners. |
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| | 10.__Decision by majority or unanimous.__A difference arising | as to a matter in the ordinary course of business of a | partnership may be decided by a majority of the partners.__An act | outside the ordinary course of business of a partnership and an | amendment to the partnership agreement may be undertaken only | with the consent of all of the partners. |
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