620.2203 – Relation to Electronic Signatures in Global and National Commerce Act.
620.2203 Relation to Electronic Signatures in Global and National Commerce Act.—This act modifies, limits, or supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. ss. 7001 et seq., but this act does not modify, limit, or supersede s. 101(c) of that act, 15 U.S.C. s. 7001(c), or authorize electronic delivery of any […]
620.2204 – Application to existing relationships.
620.2204 Application to existing relationships.— (1) Before January 1, 2007, this act governs only: (a) A limited partnership formed on or after January 1, 2006. (b) Except as otherwise provided in subsections (3) and (4), a limited partnership formed before January 1, 2006, which elects, in the manner provided in its partnership agreement or by law for amending the […]
620.2205 – Savings clause.
620.2205 Savings clause.—This act does not affect an action commenced, proceeding brought, or right accrued before this act takes effect. History.—s. 17, ch. 2005-267.
620.2109 – Effect of merger.
620.2109 Effect of merger.— (1) When a merger becomes effective: (a) The surviving organization continues. (b) Each constituent organization that merges into the surviving organization ceases to exist as a separate entity. (c) All property owned by each constituent organization that ceases to exist vests in the surviving organization. (d) All debts, liabilities, and other obligations of each constituent organization that […]
620.2125 – Application of other laws to provisions governing conversions and mergers.
620.2125 Application of other laws to provisions governing conversions and mergers.— (1) The provisions of ss. 620.2101-620.2124 do not preclude an entity from being converted or merged under other law. (2) The provisions of ss. 620.2101-620.2124 do not authorize any act prohibited by other applicable law or change the requirements of any law or rule regulating a specific […]
620.2110 – Restrictions on approval of conversions and mergers and on relinquishing limited liability limited partnership status.
620.2110 Restrictions on approval of conversions and mergers and on relinquishing limited liability limited partnership status.— (1) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or merger are ineffective without the consent of the partner, […]
620.2201 – Uniformity of application and construction.
620.2201 Uniformity of application and construction.—In applying and construing this act, consideration must be given to the need to promote uniformity of the law with respect to its subject matter among states that enact it. History.—s. 17, ch. 2005-267.
620.2111 – Liability of general partner after conversion or merger.
620.2111 Liability of general partner after conversion or merger.— (1) A conversion or merger under this act does not discharge any liability under ss. 620.1404 and 620.1607 of a person that was a general partner in or dissociated as a general partner from a converting or constituent limited partnership, but: (a) The provisions of this act pertaining to […]
620.2202 – Severability clause.
620.2202 Severability clause.—If any provision of this act or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions or applications of this act which can be given effect without the invalid provision or application, and to this end the provisions of this act are severable. History.—s. 17, ch. […]
620.2112 – Power of general partners and persons dissociated as general partners to bind organization after conversion or merger.
620.2112 Power of general partners and persons dissociated as general partners to bind organization after conversion or merger.— (1) An act of a person that immediately before a conversion or merger became effective was a general partner in a converting or constituent limited partnership binds the converted or surviving organization after the conversion or merger becomes effective, […]