Tex. Business Organizations Code § 153.254
LIABILITY OF ASSIGNEE
Texas · Texas Business Organizations Code · Status: effective
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- Tex. Business Organizations Code § 153.254, LIABILITY OF ASSIGNEE, Texas, version 1 as recorded 2026-07-09, yourstate.us, https://yourstate.us/provision/584138
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Full text
(a) Until an assignee of the partnership interest in a limited partnership becomes a partner, the assignee does not have liability as a partner solely as a result of the assignment.
(b) Unless otherwise provided by a written partnership agreement, an assignee who becomes a limited partner:
(1) is liable for the obligations of the assignor to make contributions as provided by Sections 153.202-153.204;
(2) is not obligated for liabilities unknown to the assignee at the time the assignee became a limited partner and that could not be ascertained from a written partnership agreement; and
(3) is not liable for the obligations of the assignor under Sections 153. 105, 153.112, and 153.162.