Ch. 550

LAWS OF MARYLAND

law, or regulation, for 120 days after the commencement thereof
or the appointment of a trustee, receiver, or liquidator for the
general partner or all or any substantial part of his properties
without his agreement or acquiescence, which appointment is not
vacated or stayed for 120 days or, if the appointment is stayed,
for 120 days after the expiration of the stay during which period
the appointment is not vacated;

10-502.

(a)  (1) Except as provided in the [certificate] PARTNERSHIP
AGREEMENT, a limited partner is obligated to the limited
partnership to perform any promise set forth in the [certificate]
PARTNERSHIP AGREEMENT to contribute cash or property or to
perform services, even if he is unable to perform because of
death, disability, or any other reason[;].

(2) If a limited partner does not make the required
contribution of property or services, he is obligated at the
option of the limited partnership to contribute cash equal to
that portion of the value (as stated in the, [certificate]
PARTNERSHIP AGREEMENT) of the stated contribution that has not
been made.

(b)  (1) The obligation of a limited partner to make a
contribution or return money or other property paid or
distributed in violation of this title may be compromised only
upon compliance with the [certificate] PARTNERSHIP AGREEMENT or,
if the [certificate] PARTNERSHIP AGREEMENT does not so provide,
with the consent of all partners[;].

(2) Any compromise does not affect the rights to
enforce the original obligation of any creditor of a limited
partnership who extends credit, or whose claim arises, after the
[filing] EFFECTIVE DATE OF THE EXECUTION of the [certificate]
PARTNERSHIP AGREEMENT which reflects the obligation, but before
the [filing of the certificate of] amendment OF THE PARTNERSHIP
AGREEMENT [or certificate of cancellation] which reflects the
compromise.

(C) A PARTNERSHIP AGREEMENT MAY PROVIDE THAT THE INTEREST
OF ANY PARTNER WHO FAILS TO MAKE ANY CONTRIBUTION OR OTHER
PAYMENT THAT THE PARTNER IS OBLIGATED TO MAKE SHALL BE SUBJECT TO
SPECIFIED PENALTIES REMEDIES FOR, OR SPECIFIED CONSEQUENCES OF,
THE FAILURE. THE PENALTY REMEDY OR CONSEQUENCE MAY TAKE THE FORM
OF REDUCING THE DEFAULTING PARTNER'S PROPORTIONATE INTEREST IN
THE LIMITED PARTNERSHIP, SUBORDINATING THE PARTNERSHIP INTEREST
TO THAT OF THE NONDEFAULTING PARTNERS, A FORCED SALE OF THE
PARTNERSHIP INTEREST, FORFEITURE OF THE PARTNERSHIP INTEREST, THE
LENDING BY THE NONDEFAULTING PARTNERS OF THE AMOUNT NECESSARY TO
MEET THE COMMITMENT, A FIXING OF THE VALUE OF THE PARTNER'S
PARTNERSHIP INTEREST BY APPRAISAL OR BY FORMULA AND REDEMPTION OR

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