{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.96.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.96.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.96.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.96.html"}],"law_id":78386,"edition_id":1,"section_id":78386,"structure_id":15631,"section_number":"50-73.96","catch_line":"Partner’s liability","history":"1996, c. 292.","full_text":"A\n\nExcept as otherwise provided in subsection B or subsection 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\n\nA person admitted as a partner into an existing partnership is not personally liable for any partnership obligation incurred before the person’s admission as a partner.C\n\nA person is not, solely by reason of being a partner, liable, directly or indirectly, including by way of indemnification, contribution, assessment or otherwise, for debts, obligations or liabilities of, or chargeable to, the partnership, whether sounding in tort, contract or otherwise, that are incurred, created or assumed by the partnership while the partnership is a registered limited liability partnership.D\n\nA person is not, solely by reason of being a partner, a proper party to a proceeding by or against a registered limited liability partnership, the object of which is to recover damages, collect the debts or liabilities or enforce the obligations of the partnership with respect to which the partner is not liable under subsection C.","order_by":null,"text":{"0":{"id":280942,"text":"Except as otherwise provided in subsection B or subsection C, all partners are liable jointly and severally for all obligations of the partnership unless otherwise agreed by the claimant or provided by law.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":280943,"text":"A person admitted as a partner into an existing partnership is not personally liable for any partnership obligation incurred before the person’s admission as a partner.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":280944,"text":"A person is not, solely by reason of being a partner, liable, directly or indirectly, including by way of indemnification, contribution, assessment or otherwise, for debts, obligations or liabilities of, or chargeable to, the partnership, whether sounding in tort, contract or otherwise, that are incurred, created or assumed by the partnership while the partnership is a registered limited liability partnership.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"3":{"id":280945,"text":"A person is not, solely by reason of being a partner, a proper party to a proceeding by or against a registered limited liability partnership, the object of which is to recover damages, collect the debts or liabilities or enforce the obligations of the partnership with respect to which the partner is not liable under subsection C.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C"}},"ancestry":[{"id":15631,"edition_id":1,"name":"Relations of Partners to Persons Dealing With Partnership","identifier":"3","label":"article","depth":3,"order_by":1,"parent_id":12958,"metadata":{},"date_created":"2026-06-26 03:57:08","date_modified":"2026-06-26 03:57:08","permalink":{"id":234775,"object_type":"structure","relational_id":15631,"identifier":"3","token":"50\/2.2\/3","url":"\/50\/2.2\/3\/","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 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partner's actionable conduct","url":"\/50-73.95\/","token":"50\/2.2\/3\/50-73.95","metadata":false},{"id":78386,"structure_id":15631,"section_number":"50-73.96","catch_line":"Partner's liability","url":"\/50-73.96\/","token":"50\/2.2\/3\/50-73.96","metadata":false},{"id":84681,"structure_id":15631,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","url":"\/50-73.97\/","token":"50\/2.2\/3\/50-73.97","metadata":false},{"id":86574,"structure_id":15631,"section_number":"50-73.98","catch_line":"Liability of purported partner","url":"\/50-73.98\/","token":"50\/2.2\/3\/50-73.98","metadata":false}],"previous_section":{"id":61175,"structure_id":15631,"section_number":"50-73.95","catch_line":"Partnership liable for partner's actionable conduct","url":"\/50-73.95\/","token":"50\/2.2\/3\/50-73.95","metadata":false},"next_section":{"id":84681,"structure_id":15631,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","url":"\/50-73.97\/","token":"50\/2.2\/3\/50-73.97","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.96\/","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":[{"id":74806,"section_number":"50-73.114","catch_line":"Dissociated partner's liability to other persons","order_by":null,"url":"\/50-73.114\/"},{"id":63810,"section_number":"50-73.122","catch_line":"Partner's liability to other partners after dissolution","order_by":null,"url":"\/50-73.122\/"},{"id":78618,"section_number":"50-73.123","catch_line":"Settlement of accounts and contributions among partners","order_by":null,"url":"\/50-73.123\/"},{"id":56168,"section_number":"50-73.126","catch_line":"Conversion of limited partnership to partnership","order_by":null,"url":"\/50-73.126\/"},{"id":74044,"section_number":"50-73.129","catch_line":"Effect of merger","order_by":null,"url":"\/50-73.129\/"},{"id":82439,"section_number":"50-73.78","catch_line":"Limited partnership as registered limited liability partnership","order_by":null,"url":"\/50-73.78\/"},{"id":75229,"section_number":"50-73.88","catch_line":"Formation of partnership","order_by":null,"url":"\/50-73.88\/"},{"id":84681,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","order_by":null,"url":"\/50-73.97\/"}],"refers_to":false,"permalink":{"id":234797,"object_type":"law","relational_id":78386,"identifier":"50-73.96","token":"50\/2.2\/3\/50-73.96","url":"\/50-73.96\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.96\/","token":"50\/2.2\/3\/50-73.96","dublin_core":{"Title":"Partner’s liability","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.96","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Except as otherwise provided in subsection B or subsection C, all partners are liable jointly and severally for all obligations of the partnership<\/span> unless otherwise agreed by the claimant or provided by law<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> A person<\/span> admitted as a partner into an existing partnership<\/span> is not personally liable for any partnership<\/span> obligation incurred before the person<\/span>’s admission as a partner. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> A person<\/span> is not, solely by reason of being a partner, liable, directly or indirectly, including by way of indemnification, contribution, assessment or otherwise, for debts, obligations or liabilities of, or chargeable to, the partnership, whether sounding in tort<\/span>, contract<\/span> or otherwise, that are incurred, created or assumed by the partnership while the partnership is a registered limited liability partnership<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> A person<\/span> is not, solely by reason of being a partner, a proper party<\/span> to a proceeding by or against a registered limited liability partnership<\/span>, the object<\/span> of which is to recover damages<\/span>, collect the debts or liabilities or enforce the obligations of the partnership with respect to which the partner is not liable under subsection C. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nPARTNER’S LIABILITY (\u00a7 50-73.96)\n\nA. Except as otherwise provided in subsection B or subsection C, all partners\nare liable jointly and severally for all obligations of the partnership unless\notherwise agreed by the claimant or provided by law.\n\nB. A person admitted as a partner into an existing partnership is not personally\nliable for any partnership obligation incurred before the person’s\nadmission as a partner.\n\nC. A person is not, solely by reason of being a partner, liable, directly or\nindirectly, including by way of indemnification, contribution, assessment or\notherwise, for debts, obligations or liabilities of, or chargeable to, the\npartnership, whether sounding in tort, contract or otherwise, that are incurred,\ncreated or assumed by the partnership while the partnership is a registered\nlimited liability partnership.\n\nD. A person is not, solely by reason of being a partner, a proper party to a\nproceeding by or against a registered limited liability partnership, the object\nof which is to recover damages, collect the debts or liabilities or enforce the\nobligations of the partnership with respect to which the partner is not liable\nunder subsection C.\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}}