PARRIS N. GLENDENING, Governor

Ch. 654

(D)    A PERSON NOT A PARTNER IS DEEMED TO KNOW OF A LIMITATION ON
THE AUTHORITY OF A PARTNER TO TRANSFER REAL PROPERTY HELD IN THE NAME
OF THE PARTNERSHIP IF A STATEMENT CONTAINING THE LIMITATION ON
AUTHORITY HAS BEEN FILED.

(E)     EXCEPT AS OTHERWISE PROVIDED IN SUBSECTIONS (C) AND (D) AND §§
9-704 AND 9-805 OF THIS TITLE, A PERSON NOT A PARTNER IS NOT DEEMED TO KNOW
OF A LIMITATION ON THE AUTHORITY OF A PARTNER MERELY BECAUSE THE
LIMITATION IS CONTAINED IN A FILED STATEMENT.

(F)     UNLESS EARLIER CANCELED, A FILED STATEMENT OF PARTNERSHIP
AUTHORITY IS CANCELED BY OPERATION OF LAW 5 YEARS AFTER THE DATE ON
WHICH THE STATEMENT, OR THE MOST RECENT AMENDMENT, WAS FILED WITH THE
DEPARTMENT.

9-304. STATEMENT OF DENIAL

A PARTNER OR OTHER PERSON NAMED AS A PARTNER IN A FILED STATEMENT
OF PARTNERSHIP AUTHORITY MAY FILE A STATEMENT OF DENIAL STATING THE
NAME OF THE PARTNERSHIP AND THE FACT THAT IS BEING DENIED, WHICH MAY
INCLUDE DENIAL OF A PERSON'S AUTHORITY OR STATUS AS A PARTNER. A
STATEMENT OF DENIAL IS A LIMITATION ON AUTHORITY AS PROVIDED IN § 9-303(C)
AND (D) OF THIS SUBTITLE.

9-305. PARTNERSHIP LIABLE FOR PARTNER'S ACTIONABLE CONDUCT.

(A)    A PARTNERSHIP IS LIABLE FOR LOSS OR INJURY CAUSED TO A PERSON,
OR FOR A PENALTY INCURRED, AS A RESULT OF A WRONGFUL ACT OR OMISSION,
OR OTHER ACTIONABLE CONDUCT, OF A PARTNER ACTING IN THE ORDINARY
COURSE OF BUSINESS OF THE PARTNERSHIP OR WITH AUTHORITY OF THE
PARTNERSHIP.

(B)     IF, IN THE COURSE OF THE PARTNERSHIP'S BUSINESS OR WHILE ACTING
WITH AUTHORITY OF THE PARTNERSHIP, A PARTNER RECEIVES OR CAUSES THE
PARTNERSHIP TO RECEIVE MONEY OR PROPERTY OF A PERSON NOT A PARTNER,
AND THE MONEY OR PROPERTY IS MISAPPLIED BY A PARTNER, THE PARTNERSHIP IS
LIABLE FOR THE LOSS.

9-306. PARTNER'S LIABILITY.

(A)     EXCEPT AS OTHERWISE PROVIDED IN SUBSECTIONS (B) AND (C), ALL
PARTNERS ARE LIABLE JOINTLY AND SEVERALLY FOR ALL OBLIGATIONS OF THE
PARTNERSHIP UNLESS OTHERWISE AGREED BY THE CLAIMANT OR PROVIDED BY
LAW.

(B)     A PERSON ADMITTED AS A PARTNER INTO AN EXISTING PARTNERSHIP
SHALL HAVE THE IMMUNITY FROM LIABILITY DESCRIBED UNDER § 5-351 OF THE
COURTS AND JUDICIAL PROCEEDINGS ARTICLE

(C)     SUBJECT TO THE PROVISIONS OF SUBSECTION (D) OF THIS SECTION, A
PARTNER OF A LIMITED LIABILITY PARTNERSHIP IS NOT LIABLE OR ACCOUNTABLE,
DIRECTLY OR INDIRECTLY, INCLUDING BY WAY OF INDEMNIFICATION,

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