Title 45 — Partnerships
25 chapters · 216 sections in this title.
N.D.C.C. § 45-13-01 (101) Definitions
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For the purposes of chapters 45-13 through 45-21 unless the context otherwise requires: 1. "Address" means: a. In the case of a registered office or principal executive office, the mailing address, including the zip code, of the actual office location, which may not be only a pos…
N.D.C.C. § 45-13-01.1 Legal recognition of electronic records and electronic signatures
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For purposes of this chapter: 1. A record of signature may not be denied legal effect or enforceability solely because it is in electronic form; 2. A contract may not be denied legal effect or enforceability solely because an electronic record was used in its formation; 3. If a p…
N.D.C.C. § 45-13-02 (102) Knowledge and notice
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1. A person knows a fact if the person has actual knowledge of it. A person does not know or have knowledge of a fact merely because the person has reason to know or have knowledge of the fact. 2. A person has notice of a fact if the person: a. Knows of the fact; b. Has received …
N.D.C.C. § 45-13-02.1 Reservation of legislative right
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The legislative assembly reserves the right to amend or repeal the provisions of this chapter. A partnership formed under or governed by this chapter is subject to this reserved right.
N.D.C.C. § 45-13-03 (103) Effect of partnership agreement - Nonwaivable provisions
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1. Except as otherwise provided in subsection 2, relations among the partners and between the partners and the partnership are governed by the partnership agreement. To the extent the partnership agreement does not otherwise provide, chapters 45-13 through 45-21 govern relations …
N.D.C.C. § 45-13-04 (104) Supplemental principles of law
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1. Unless displaced by particular provisions of chapters 45-13 through 45-21, the principles of law and equity supplement chapters 45-13 through 45-21. 2. If an obligation to pay interest arises under chapters 45-13 through 45-21 and the rate is not specified, the rate is that sp…
N.D.C.C. § 45-13-04.1 Partnership name
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1. A partnership name filed in a statement under section 45-13-05: a. Must be in the English language or in any other language expressed in English letters or characters; b. May contain the name of a partner; c. May not contain the word "corporation", "company", "incorporated", "…
N.D.C.C. § 45-13-04.2 Reserved name
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1. The exclusive right to the use of a partnership name otherwise permitted by section 45-13-04.1 may be reserved by any person. 2. The reservation is made by filing with the secretary of state a request that the name be reserved together with the fees provided in section 45-13-0…
N.D.C.C. § 45-13-05 (105) Execution, filing, and recording of statements
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1. A statement may be filed in the office of the secretary of state. A certified copy of a statement that is filed in an office in another state may be filed in the office of the secretary of state. Either filing has the effect provided in chapters 45-13 through 45-21 with respec…
N.D.C.C. § 45-13-06 (106) Law governing internal relations
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1. Except as otherwise provided in subsection 2, the law of the jurisdiction in which the principal executive office of the partnership is located governs relations among the partners and between the partners and the partnership. 2. The law of this state governs relations among t…
N.D.C.C. § 45-13-07 (107) Partnership subject to amendment or repeal
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A partnership governed by chapters 45-13 through 45-21 is subject to any amendment to or repeal of chapters 45-13 through 45-21.