(1) A person knows a fact if the person has actual knowledge of the fact.
(2) A person has notice of a fact if the person:
(a) Knows of the fact;
(b) Has received a notification of the fact; or
(c) Has reason to know the fact exists from all other facts known to the person at the time in question.
(3) A person notifies or gives a notification to another by taking steps reasonably required to inform the other person in the ordinary course, whether or not the other person learns of it.
(4) A person receives a notification when the notification:
(a) Comes to the person’s attention; or
(b) Is duly delivered at the person’s place of business or at any other place held out by the person as a place for receiving communications.
(5) Except as otherwise provided in subsection (6), a person other than an individual knows, has notice, or receives a notification of a fact for purposes of a particular transaction when the individual conducting the transaction knows, has notice, or receives a notification of the fact, or in any event when the fact would have been brought to the individual’s attention if the person had exercised reasonable diligence. The person exercises reasonable diligence if the person maintains reasonable routines for communicating significant information to an individual conducting a transaction and there is reasonable compliance with the routines. Reasonable diligence does not require an individual acting for the person to communicate information unless the communication is part of the individual’s regular duties or the individual has reason to know of the transaction and that the transaction would be materially affected by the information.
(6) A partner’s knowledge, notice, or receipt of a notification of a fact relating to the partnership is effective immediately as knowledge by, notice to, or receipt of a notification by the partnership, except in the case of a fraud on the partnership committed by or with the consent of that partner.
History.—s. 13, ch. 95-242.
Structure Florida Statutes
Title XXXVI - Business Organizations
Chapter 620 - Partnership Laws
Part II - Revised Uniform Partnership Act (Ss. 620.81001-620.9902)
620.81001 - Uniformity of application and construction.
620.8102 - Knowledge and notice.
620.8103 - Effect of partnership agreement; nonwaivable provisions.
620.8104 - Supplemental principles of law.
620.8105 - Execution, filing, and recording of partnership registration and other statements.
620.81054 - Correcting a filed record.
620.81055 - Fees for filing documents and issuing certificates; powers of the Department of State.
620.8107 - Partnership subject to amendment or repeal of act.
620.8201 - Partnership as entity.
620.8202 - Formation of partnership.
620.8203 - Partnership property.
620.8204 - When property is partnership property.
620.8301 - Partner agent of partnership.
620.8302 - Transfer of partnership property.
620.8303 - Statement of partnership authority.
620.8304 - Statement of denial.
620.8305 - Partnership liable for partner’s actionable conduct.
620.8306 - Partner’s liability.
620.8307 - Actions by and against partnership and partners.
620.8308 - Liability of purported partner.
620.8401 - Partner’s rights and duties.
620.8402 - Distributions in kind.
620.8403 - Partner’s rights and duties with respect to information.
620.8404 - General standards of partner’s conduct.
620.8405 - Actions by partnership and partners.
620.8406 - Continuation of partnership beyond definite term or particular undertaking.
620.8501 - Partner not co-owner of partnership property.
620.8502 - Partner’s transferable interest in partnership.
620.8503 - Transfer of partner’s transferable interest.
620.8504 - Partner’s transferable interest subject to charging order.
620.8601 - Events causing partner’s dissociation.
620.8602 - Partner’s power to dissociate; wrongful dissociation.
620.8603 - Effect of partner’s dissociation.
620.8701 - Purchase of dissociated partner’s interest.
620.8702 - Dissociated partner’s power to bind and liability to partnership.
620.8703 - Dissociated partner’s liability to other persons.
620.8704 - Statement of dissociation.
620.8705 - Continued use of partnership name.
620.8801 - Events causing dissolution and winding up of partnership business.
620.8802 - Partnership continues after dissolution.
620.8803 - Right to wind up partnership business.
620.8804 - Partner’s power to bind partnership after dissolution.
620.8805 - Statement of dissolution.
620.8806 - Partner’s liability to other partners after dissolution.
620.8807 - Settlement of accounts and contributions among partners.
620.8913 - Action on plan of conversion by converting partnership.
620.8914 - Filings required for conversion; effective date.
620.8915 - Effect of conversion.
620.8917 - Action on plan of merger by constituent partnership.
620.8918 - Filings required for merger; effective date.
620.8921 - Liability of a partner after conversion or merger.
620.8923 - Application of other laws to provisions governing conversions and mergers.
620.9001 - Statement of qualification.
620.9101 - Law governing foreign limited liability partnership.
620.9102 - Statement of foreign qualification.
620.9103 - Effect of failure to qualify.
620.9104 - Activities not constituting transacting business.