(a) Except as otherwise provided in subsections (b) and (c), all general partners are liable jointly and severally for all debts, obligations, and liabilities of the limited partnership unless otherwise agreed by the claimant or provided by law.
(b) A person that becomes a general partner of an existing limited partnership is not personally liable for any debt, obligation, or liability of a limited partnership incurred before the person became a general partner.
(c) A debt, obligation, or liability of a limited partnership incurred while the limited partnership is a limited liability limited partnership, whether arising in contract, tort, or otherwise, is solely the debt, obligation, or liability of the limited partnership. A general partner of a limited liability limited partnership is not personally liable, directly or indirectly, by way of indemnification, contribution, assessment or otherwise, for such a debt, obligation, or liability solely by reason of being or acting, or omitting to act, as a general partner. This subsection applies despite anything inconsistent in the partnership agreement that existed immediately before the consent required to become a limited liability limited partnership under Section 10A-9A-4.06(b)(2).
Structure Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 9A - Alabama Limited Partnership Law.
Section 10A-9A-4.01 - Admission of General Partner.
Section 10A-9A-4.02 - General Partner Agent of Limited Partnership.
Section 10A-9A-4.03 - Limited Partnership Liable for General Partner's Actionable Conduct.
Section 10A-9A-4.04 - General Partner's Liability.
Section 10A-9A-4.05 - Actions by and Against Partnership and Partners.
Section 10A-9A-4.06 - Management Rights of General Partner.
Section 10A-9A-4.07 - Right of General Partner and Former General Partner to Information.
Section 10A-9A-4.08 - General Standards of General Partner's Conduct.