LD 1609
pg. 82
Page 81 of 146 PUBLIC Law Chapter 543 Page 83 of 146
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LR 1469
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partnership's name, for apparently carrying on in the ordinary
course the limited partnership's activities or activities of the
kind carried on by the limited partnership binds the limited
partnership, unless the general partner did not have authority to
act for the limited partnership in the particular matter and the
person with which the general partner was dealing knew, had
received a notification or had notice under section 1303,
subsection 4 that the general partner lacked authority.

 
2.__Agent only if actually authorized.__An act of a general
partner that is not apparently for carrying on in the ordinary
course the limited partnership's activities or activities of the
kind carried on by the limited partnership binds the limited
partnership only if the act was actually authorized by all the
other partners.

 
§1353.__Limited partnership liable for general partner's

 
actionable conduct

 
1.__General partner acting in ordinary course or with
authority.__A limited partnership is liable for loss or injury
caused to a person, or for a penalty incurred, as a result of a
wrongful act or omission or other actionable conduct of a general
partner acting in the ordinary course of activities of the
limited partnership or with authority of the limited partnership.

 
2.__Misapplication of money or property by general partner.__
If, in the course of the limited partnership's activities or
while acting with authority of the limited partnership, a general
partner receives or causes the limited partnership to receive
money or property of a person not a partner, and the money or
property is misapplied by a general partner, the limited
partnership is liable for the loss.

 
§1354.__General partner's liability

 
1.__Joint and several liability.__Except as otherwise provided
in subsections 2 and 3, all general partners are liable jointly
and severally for all obligations of the limited partnership
unless otherwise agreed by the claimant or provided by law.

 
2.__Pre-existing obligation.__A person that becomes a general
partner of an existing limited partnership is not personally
liable for an obligation of a limited partnership incurred before
the person became a general partner.

 
3.__Obligation of limited liability limited partnership.__
Subject to the provisions of subsection 4, an obligation of a
limited partnership incurred while the limited partnership is a


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