RCW 25.10.420
Right of assignee to become limited partner.
(Effective until July 1, 2010.)
(1) An assignee of a partnership
interest, including an assignee of a general partner, may become
a limited partner if and to the extent that (a) the assignor
gives the assignee that right in accordance with authority
described in the partnership agreement, or (b) all other partners
consent.
(2) An assignee who has become a limited partner has, to the
extent assigned, the rights and powers, and is subject to the
restrictions and liabilities, of a limited partner under the
partnership agreement and this chapter. An assignee who becomes
a limited partner also is liable for the obligations of his or
her assignor to make and return contributions as provided in
Articles 5 and 6 of this chapter. However, the assignee is not
obligated for liabilities unknown to the assignee at the time he
or she became a limited partner.
(3) If an assignee of a partnership interest becomes a
limited partner, the assignor is not released from his or her
liability to the limited partnership under RCW 25.10.140 and 25.10.280.
[1987 c 55 § 31; 1981 c 51 § 42.]
NOTES:
Prospective application: RCW 25.10.650.