59-502. Liability for contributions.
(a) Except as provided in the partnership agreement, a partner is obligated to the limited partnership to perform any enforceable promise to contribute cash or property or to perform services, even if the partner is unable to perform because of death, disability or any other reason. If a partner does not make the required contribution of property or services, the partner is obligated at the option of the limited partnership to contribute cash equal to that portion of the agreed value of the stated contribution that has not been made. As used in this section, the term "agreed value" means an amount or other measure of value as (i) is provided in the partnership agreement, or (ii) if not provided in the partnership agreement, is required to be set forth in the written records required pursuant to G.S. 59-106.
(b) Unless otherwise provided in the partnership agreement, the obligation of a partner to make a contribution or return money or other property paid or distributed in violation of this Article may be compromised only by consent of all the partners. Any such compromise, however, shall not affect the rights of a creditor whose claim arose prior to the date of the compromise.
(c) No promise by a limited partner to contribute to the limited partnership is enforceable unless in a writing signed by the limited partner. (1985 (Reg. Sess., 1986), c. 989, s. 2; 1999-362, s. 23.)
Structure North Carolina General Statutes
North Carolina General Statutes
Article 5 - Revised Uniform Limited Partnership Act.
§ 59-105 - Registered office and registered agent.
§ 59-106 - Records to be kept.
§ 59-107 - Nature of business.
§ 59-108 - Business transactions of partner with the partnership.
§ 59-201 - Certificate of limited partnership.
§ 59-202 - Amendment to certificate.
§ 59-203 - Cancellation of certificate.
§ 59-204 - Execution of documents.
§ 59-205 - Execution by judicial act.
§ 59-206 - Filing requirements.
§ 59-207 - Liability for false statement in certificate.
§ 59-209 - Certificate of existence.
§ 59-210 - Limited liability limited partnerships.
§ 59-301 - Admission of limited partners.
§ 59-303 - Liability to third parties.
§ 59-304 - Person erroneously believing himself limited partner.
§ 59-401 - Admission of additional general partners.
§ 59-402 - Events of withdrawal.
§ 59-403 - General powers and liabilities.
§ 59-404 - Contributions by a general partner.
§ 59-501 - Form of contribution.
§ 59-502 - Liability for contributions.
§ 59-503 - Sharing income, gain, loss, deduction or credit.
§ 59-504 - Sharing of distributions.
§ 59-601 - Interim distributions.
§ 59-602 - Withdrawal of general partner.
§ 59-603 - Withdrawal of limited partner.
§ 59-604 - Distribution upon withdrawal.
§ 59-605 - Distribution in kind.
§ 59-606 - Right to distribution.
§ 59-607 - Limitations on distribution.
§ 59-608 - Liability upon return of contribution.
§ 59-701 - Nature of partnership interest.
§ 59-702 - Assignment of partnership interest.
§ 59-703 - Rights of creditor.
§ 59-704 - Right of assignee to become limited partner.
§ 59-705 - Power of estate of deceased or incompetent partner.
§ 59-801 - Nonjudicial dissolution.
§ 59-802 - Judicial dissolution.
§ 59-804 - Distribution of assets.
§ 59-903 - Issuance of registration.
§ 59-905 - Changes and amendments.
§ 59-906 - Cancellation of registration.
§ 59-907 - Transaction of business without registration.
§ 59-908 - Action by Attorney General.
§ 59-1005 - Dismissal of action.
§ 59-1051 - Plan of conversion.
§ 59-1052 - Filing of certificate of limited partnership.
§ 59-1053 - Effects of conversion.
§ 59-1054 - Recodified as § 59-1070 by Session Laws 2001-387, s143.
§ 59-1055 - Recodified as § 59-1071 by Session Laws 2001-387, s143.
§ 59-1056 - Recodified as § 59-1072 by Session Laws 2001-387, s143.
§ 59-1057 - Recodified as § 59-1073 by Session Laws 2001-387, s143.
§ 59-1061 - Plan of conversion.
§ 59-1062 - Articles of conversion.
§ 59-1063 - Effects of conversion.
§ 59-1072 - Articles of merger.
§ 59-1073 - Effects of merger.
§ 59-1101 - Construction and application.
§ 59-1102 - Rules for cases not provided for in this Article.
§ 59-1104 - Effective date and repeal.