{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.81.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.81.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.81.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.81.html"}],"law_id":68353,"edition_id":1,"section_id":68353,"structure_id":12959,"section_number":"50-73.81","catch_line":"Effect of partnership agreement; nonwaivable provisions","history":"1996, c. 292.","full_text":"A\n\nExcept as otherwise provided in subsection B, relations among the partners and between the partners and the partnership are governed by the partnership agreement. To the extent the partnership agreement does not otherwise provide, this chapter governs relations among the partners and between the partners and the partnership.B\n\nThe partnership agreement may not:1\n\nVary the rights and duties in § 50-73.83 except to eliminate the duty to provide copies of statements to all of the partners;2\n\nUnreasonably restrict the right of access to books and records in subsection B of § 50-73.101;3\n\nEliminate the obligation of good faith and fair dealing in subsection D of § 50-73.102, but the partnership agreement may prescribe the standards by which the performance of the obligation is to be measured, if the standards are not manifestly unreasonable;4\n\nVary the power to dissociate as a partner in subsection A of § 50-73.110, except to require the notice in subdivision 1 of § 50-73.109 to be in writing;5\n\nVary the right of a court to expel a partner in the events specified in subdivision 5 of § 50-73.109;6\n\nVary the requirement to wind up the partnership business in cases specified in subdivisions 4, 5 or 6 of § 50-73.117;7\n\nRestrict rights of third parties under this chapter without the consent of those third parties; or8\n\nVary the law applicable to registered limited liability partnerships as set forth in subsection B of § 50-73.84.","order_by":null,"text":{"0":{"id":247545,"text":"Except as otherwise provided in subsection B, relations among the partners and between the partners and the partnership are governed by the partnership agreement. To the extent the partnership agreement does not otherwise provide, this chapter governs relations among the partners and between the partners and the partnership.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":247546,"text":"The partnership agreement may not:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"B1"},"2":{"id":247547,"text":"Vary the rights and duties in § 50-73.83 except to eliminate the duty to provide copies of statements to all of the partners;","type":"section","prefixes":["B","1"],"prefix":"1","entire_prefix":"B1","prefix_anchor":"B1","level":2,"prior_prefix":"B","next_prefix":"B2"},"3":{"id":247548,"text":"Unreasonably restrict the right of access to books and records in subsection B of § 50-73.101;","type":"section","prefixes":["B","2"],"prefix":"2","entire_prefix":"B2","prefix_anchor":"B2","level":2,"prior_prefix":"B1","next_prefix":"B3"},"4":{"id":247549,"text":"Eliminate the obligation of good faith and fair dealing in subsection D of § 50-73.102, but the partnership agreement may prescribe the standards by which the performance of the obligation is to be measured, if the standards are not manifestly unreasonable;","type":"section","prefixes":["B","3"],"prefix":"3","entire_prefix":"B3","prefix_anchor":"B3","level":2,"prior_prefix":"B2","next_prefix":"B4"},"5":{"id":247550,"text":"Vary the power to dissociate as a partner in subsection A of § 50-73.110, except to require the notice in subdivision 1 of § 50-73.109 to be in writing;","type":"section","prefixes":["B","4"],"prefix":"4","entire_prefix":"B4","prefix_anchor":"B4","level":2,"prior_prefix":"B3","next_prefix":"B5"},"6":{"id":247551,"text":"Vary the right of a court to expel a partner in the events specified in subdivision 5 of § 50-73.109;","type":"section","prefixes":["B","5"],"prefix":"5","entire_prefix":"B5","prefix_anchor":"B5","level":2,"prior_prefix":"B4","next_prefix":"B6"},"7":{"id":247552,"text":"Vary the requirement to wind up the partnership business in cases specified in subdivisions 4, 5 or 6 of § 50-73.117;","type":"section","prefixes":["B","6"],"prefix":"6","entire_prefix":"B6","prefix_anchor":"B6","level":2,"prior_prefix":"B5","next_prefix":"B7"},"8":{"id":247553,"text":"Restrict rights of third parties under this chapter without the consent of those third parties; or","type":"section","prefixes":["B","7"],"prefix":"7","entire_prefix":"B7","prefix_anchor":"B7","level":2,"prior_prefix":"B6","next_prefix":"B8"},"9":{"id":247554,"text":"Vary the law applicable to registered limited liability partnerships as set forth in subsection B of § 50-73.84.","type":"section","prefixes":["B","8"],"prefix":"8","entire_prefix":"B8","prefix_anchor":"B8","level":2,"prior_prefix":"B7"}},"ancestry":[{"id":12959,"edition_id":1,"name":"General Provisions","identifier":"1","label":"article","depth":3,"order_by":1,"parent_id":12958,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234693,"object_type":"structure","relational_id":12959,"identifier":"1","token":"50\/2.2\/1","url":"\/50\/2.2\/1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12958,"edition_id":1,"name":"Virginia Uniform Partnership Act","identifier":"2.2","label":"chapter","depth":2,"order_by":1,"parent_id":12957,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234691,"object_type":"structure","relational_id":12958,"identifier":"2.2","token":"50\/2.2","url":"\/50\/2.2\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12957,"edition_id":1,"name":"Partnerships","identifier":"50","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234229,"object_type":"structure","relational_id":12957,"identifier":"50","token":"50","url":"\/50\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":76467,"structure_id":12959,"section_number":"50-73.79","catch_line":"Definitions","url":"\/50-73.79\/","token":"50\/2.2\/1\/50-73.79","metadata":false},{"id":73483,"structure_id":12959,"section_number":"50-73.80","catch_line":"Knowledge and notice","url":"\/50-73.80\/","token":"50\/2.2\/1\/50-73.80","metadata":false},{"id":68353,"structure_id":12959,"section_number":"50-73.81","catch_line":"Effect of partnership agreement; nonwaivable provisions","url":"\/50-73.81\/","token":"50\/2.2\/1\/50-73.81","metadata":false},{"id":58076,"structure_id":12959,"section_number":"50-73.82","catch_line":"Supplemental principles of law","url":"\/50-73.82\/","token":"50\/2.2\/1\/50-73.82","metadata":false},{"id":54051,"structure_id":12959,"section_number":"50-73.83","catch_line":"Execution, filing, and recording of statements; effective time and date; refunds; penalty","url":"\/50-73.83\/","token":"50\/2.2\/1\/50-73.83","metadata":false},{"id":82870,"structure_id":12959,"section_number":"50-73.84","catch_line":"Law governing internal relations","url":"\/50-73.84\/","token":"50\/2.2\/1\/50-73.84","metadata":false},{"id":72050,"structure_id":12959,"section_number":"50-73.85","catch_line":"Transactions between partner and partnership","url":"\/50-73.85\/","token":"50\/2.2\/1\/50-73.85","metadata":false},{"id":69746,"structure_id":12959,"section_number":"50-73.86","catch_line":"Partnership subject to amendment or repeal of chapter","url":"\/50-73.86\/","token":"50\/2.2\/1\/50-73.86","metadata":false}],"previous_section":{"id":73483,"structure_id":12959,"section_number":"50-73.80","catch_line":"Knowledge and notice","url":"\/50-73.80\/","token":"50\/2.2\/1\/50-73.80","metadata":false},"next_section":{"id":58076,"structure_id":12959,"section_number":"50-73.82","catch_line":"Supplemental principles of law","url":"\/50-73.82\/","token":"50\/2.2\/1\/50-73.82","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.81\/","history_text":"

This law was first created in 1996. The record of its establishment is cataloged in chapter 292<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year.<\/p>","references":false,"refers_to":[{"id":78859,"section_number":"50-73.101","catch_line":"Partner's rights and duties with respect to information","order_by":null,"url":"\/50-73.101\/"},{"id":68178,"section_number":"50-73.102","catch_line":"General standards of partner's conduct","order_by":null,"url":"\/50-73.102\/"},{"id":87010,"section_number":"50-73.109","catch_line":"Events causing partner's dissociation","order_by":null,"url":"\/50-73.109\/"},{"id":65441,"section_number":"50-73.110","catch_line":"Partner's power to dissociate; wrongful dissociation","order_by":null,"url":"\/50-73.110\/"},{"id":56128,"section_number":"50-73.117","catch_line":"Events causing dissolution and winding up of partnership business","order_by":null,"url":"\/50-73.117\/"},{"id":54051,"section_number":"50-73.83","catch_line":"Execution, filing, and recording of statements; effective time and date; refunds; penalty","order_by":null,"url":"\/50-73.83\/"},{"id":82870,"section_number":"50-73.84","catch_line":"Law governing internal relations","order_by":null,"url":"\/50-73.84\/"}],"permalink":{"id":234703,"object_type":"law","relational_id":68353,"identifier":"50-73.81","token":"50\/2.2\/1\/50-73.81","url":"\/50-73.81\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.81\/","token":"50\/2.2\/1\/50-73.81","dublin_core":{"Title":"Effect of partnership agreement; nonwaivable provisions","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.81","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Except as otherwise provided in subsection B, relations among the partners and between the partners and the partnership are governed by the partnership agreement<\/span>. To the extent the partnership agreement<\/span> does not otherwise provide, this chapter governs relations among the partners and between the partners and the partnership. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> The partnership agreement<\/span> may not: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Vary the rights and duties in § 50-73.83<\/a> except to eliminate the duty to provide copies of statements<\/span> to all of the partners; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Unreasonably restrict the right of access to books and records in subsection B of § 50-73.101<\/a>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> Eliminate the obligation of good faith and fair dealing in subsection D of § 50-73.102<\/a>, but the partnership agreement<\/span> may prescribe the standards by which the performance of the obligation is to be measured, if the standards are not manifestly unreasonable; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> Vary the power to dissociate as a partner in subsection A of § 50-73.110<\/a>, except to require the notice in subdivision 1 of § 50-73.109<\/a> to be in writing; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

5.<\/span> Vary the right of a court<\/span> to expel a partner in the events specified in subdivision 5 of § 50-73.109<\/a>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

6.<\/span> Vary the requirement to wind up the partnership business<\/span> in cases specified in subdivisions 4, 5 or 6 of § 50-73.117<\/a>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

7.<\/span> Restrict rights of third parties under this chapter without the consent of those third parties; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

8.<\/span> Vary the law<\/span> applicable to registered limited liability partnerships<\/span> as set forth in subsection B of § 50-73.84<\/a>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nEFFECT OF PARTNERSHIP AGREEMENT; NONWAIVABLE PROVISIONS (\u00a7 50-73.81)\n\nA. Except as otherwise provided in subsection B, relations among the partners\nand between the partners and the partnership are governed by the partnership\nagreement. To the extent the partnership agreement does not otherwise provide,\nthis chapter governs relations among the partners and between the partners and\nthe partnership.\n\nB. The partnership agreement may not:\n\n 1. Vary the rights and duties in § 50-73.83 except to eliminate the duty\n to provide copies of statements to all of the partners;\n\n 2. Unreasonably restrict the right of access to books and records in\n subsection B of § 50-73.101;\n\n 3. Eliminate the obligation of good faith and fair dealing in subsection D of\n § 50-73.102, but the partnership agreement may prescribe the standards by\n which the performance of the obligation is to be measured, if the standards\n are not manifestly unreasonable;\n\n 4. Vary the power to dissociate as a partner in subsection A of §\n 50-73.110, except to require the notice in subdivision 1 of § 50-73.109\n to be in writing;\n\n 5. Vary the right of a court to expel a partner in the events specified in\n subdivision 5 of § 50-73.109;\n\n 6. Vary the requirement to wind up the partnership business in cases specified\n in subdivisions 4, 5 or 6 of § 50-73.117;\n\n 7. Restrict rights of third parties under this chapter without the consent of\n those third parties; or\n\n 8. Vary the law applicable to registered limited liability partnerships as set\n forth in subsection B of § 50-73.84.\n\nHISTORY: 1996, c. 292.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}