A limited partnership is a modified partnership and is a creature of State statutes. Most States have either adopted the Uniform Limited Partnership Act (ULPA) or the Revised Uniform Limited Partnership Act (RULPA). In a limited partnership, certain members contribute capital, but do not have liability for the debts of the partnership beyond the amount of their investment. These members are known as limited partners. The partners who manage the business and who are personally liable for the debts of the business are the general partners. A limited partnership can have one or more general partners and one or more limited partners.
The general partners manage the business of the partnership and are personally liable for its debts. Limited partners have the right to share in the profits of the business and, if the partnership is dissolved, will be entitled to a percentage of the assets of the partnership. A limited partner may lose his limited liability status if he participates in the control of the business.
Houston, Texas General Form of Limited Partnership Agreement: A Limited Partnership Agreement is a legally binding document that outlines the terms and conditions of a limited partnership established in Houston, Texas. This agreement is essential for business partners intending to form a limited partnership and sets forth their respective rights, responsibilities, and obligations. Key elements often included in a Houston, Texas General Form of Limited Partnership Agreement are: 1. Formation: This section details the name of the partnership, the principal place of business in Houston, Texas, and the purpose for which the partnership is established. 2. Roles and Responsibilities: It defines the roles of general partners (those with management authority) and limited partners (passive investors without managerial control). The agreement explicates the specific duties, decision-making authority, and liability limitations of each partner. 3. Capital Contributions: This section outlines the capital contributions of each partner, be it cash, property, or services. It specifies the ownership percentages and profit-sharing allocations based on the contributed capital. 4. Profit and Loss Distribution: The agreement delineates how profits and losses will be allocated among the partners. This can be based on the agreed percentage of ownership or can be modified based on other criteria mutually decided upon. 5. Management and Authority: It provides guidelines on how the partnership will be managed, the decision-making process, and any restrictions or limitations placed on the partners. 6. Dissolution and Termination: This section addresses the circumstances under which the partnership may be dissolved, the process for winding up affairs, and the distribution of assets upon dissolution. Types of Houston, Texas General Form of Limited Partnership Agreement may include variations such as: 1. General Real Estate Limited Partnership Agreement: Specifically tailored for limited partnerships involved in real estate investment or development activities in Houston, Texas. 2. Oil and Gas Limited Partnership Agreement: Designed for limited partnerships engaged in oil and gas exploration, production, or distribution operations within the Houston, Texas region. 3. Technology Start-Up Limited Partnership Agreement: Geared towards limited partnerships formed to support technology start-ups, especially those operating in the Houston, Texas technology sector. It is important to note that the contents of a Houston, Texas General Form of Limited Partnership Agreement can be customized based on the specific needs and preferences of the partners. Seeking legal advice is recommended to ensure compliance with local laws and regulations in Houston, Texas, as well as to protect the interests of all parties involved.Houston, Texas General Form of Limited Partnership Agreement: A Limited Partnership Agreement is a legally binding document that outlines the terms and conditions of a limited partnership established in Houston, Texas. This agreement is essential for business partners intending to form a limited partnership and sets forth their respective rights, responsibilities, and obligations. Key elements often included in a Houston, Texas General Form of Limited Partnership Agreement are: 1. Formation: This section details the name of the partnership, the principal place of business in Houston, Texas, and the purpose for which the partnership is established. 2. Roles and Responsibilities: It defines the roles of general partners (those with management authority) and limited partners (passive investors without managerial control). The agreement explicates the specific duties, decision-making authority, and liability limitations of each partner. 3. Capital Contributions: This section outlines the capital contributions of each partner, be it cash, property, or services. It specifies the ownership percentages and profit-sharing allocations based on the contributed capital. 4. Profit and Loss Distribution: The agreement delineates how profits and losses will be allocated among the partners. This can be based on the agreed percentage of ownership or can be modified based on other criteria mutually decided upon. 5. Management and Authority: It provides guidelines on how the partnership will be managed, the decision-making process, and any restrictions or limitations placed on the partners. 6. Dissolution and Termination: This section addresses the circumstances under which the partnership may be dissolved, the process for winding up affairs, and the distribution of assets upon dissolution. Types of Houston, Texas General Form of Limited Partnership Agreement may include variations such as: 1. General Real Estate Limited Partnership Agreement: Specifically tailored for limited partnerships involved in real estate investment or development activities in Houston, Texas. 2. Oil and Gas Limited Partnership Agreement: Designed for limited partnerships engaged in oil and gas exploration, production, or distribution operations within the Houston, Texas region. 3. Technology Start-Up Limited Partnership Agreement: Geared towards limited partnerships formed to support technology start-ups, especially those operating in the Houston, Texas technology sector. It is important to note that the contents of a Houston, Texas General Form of Limited Partnership Agreement can be customized based on the specific needs and preferences of the partners. Seeking legal advice is recommended to ensure compliance with local laws and regulations in Houston, Texas, as well as to protect the interests of all parties involved.
Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.
