LAW 531 UOP Tutorials,LAW 531 UOP Assignments,LAW 531 UOP Entire Class
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partners, then to general partners, then to creditors. Hilda is a limited partner and<br />
feels relieved that she will receive at least a portion of her capital. Henry, one of<br />
the general partners, said that this provision is void and unenforceable. Which of<br />
the following best describes this situation?<br />
The distribution, as called for in the agreement, would be enforceable if it had<br />
been included in any filings related to the limited partnership.<br />
The distribution of assets in the event of dissolution is one of the few provisions<br />
where the Revised Uniform Limited Partnership Act does not<br />
allow modification.<br />
The provision placing the partners ahead of creditors is not enforceable, but the<br />
priority of limited partners over general partners is enforceable.<br />
The provision placing limited partners ahead of general partners is unenforceable,<br />
thus all partners would be on an equal footing and ahead of creditors.<br />
7.) Fred and Ginger are general partners in a business. They decide to purchase a<br />
building for the partnership. Ginger will put up the money for the building, and<br />
Fred will complete the remodeling. While inspecting the building, Fred is informed<br />
that the building is packed full of asbestos. He fails to tell Ginger of the presence<br />
of the substance. They buy the building and go into business. During the<br />
remodeling of the building, people from the neighborhood begin complaining<br />
about the dust from the building. Some of them even threaten to sue. Who is<br />
liable?<br />
Both Ginger and Fred are liable, regardless of the circumstances, by virtue of the<br />
fact that they are partners.<br />
Fred is liable because he was put on notice of the presence of the substance.<br />
Ginger is not liable because she did not have actual knowledge.<br />
Neither Ginger nor Fred are liable personally, nor is the partnership, as they did<br />
not put the substance in the building.