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registration terminates when the domestic limited partnership | is organized or the foreign limited partnership qualifies or | consents to the qualification of another foreign limited | partnership under the registered name. |
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| §1310.__Effect of partnership agreement; nonwaivable provisions |
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| | 1.__Agreement governs; default.__Except as otherwise provided | in subsection 2, the partnership agreement governs relations | among the partners and between the partners and the partnership. | It is the policy of this chapter to give maximum effect to the | principle of freedom of contract and to the enforceability of | partnership agreements.__To the extent the partnership agreement | does not otherwise provide, this chapter governs relations among | the partners and between the partners and the partnership. |
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| | 2.__Nonwaivable provisions.__A partnership agreement may not: |
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| A.__Vary a limited partnership's power under section 1305 to | sue, be sued and defend in its own name; |
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| B.__Vary the law applicable to a limited partnership under | section 1306; |
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| C.__Vary the requirements of section 1324; |
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| D.__Vary the information required under section 1311 or | unreasonably restrict the right to information under section | 1344 or 1357, but the partnership agreement may impose | reasonable restrictions on the availability and use of | information obtained under those sections and may define | appropriate remedies, including liquidated damages, for a | breach of any reasonable restriction on use; |
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| E.__Vary the power of a person to dissociate as a general | partner under section 1374, subsection 1 except to require | that the notice under section 1373, subsection 1 be in a | record; |
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| F.__Vary the power of a court to decree dissolution in the | circumstances specified in section 1392; |
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| G.__Vary the requirement to wind up the partnership's | business as specified in section 1393; |
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| H.__Unreasonably restrict the right to maintain an action | under subchapter 10; |
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