10A-8A-6.01
Section 10A-8A-6.01 Events causing partner's dissociation. A person is dissociated from a partnership
as a partner upon the occurrence of any of the following events: (1) the partnership has notice
of the person's express will to dissociate as a partner, except that if the person specifies
a dissociation date later than the date the partnership had notice, then the person is dissociated
as a partner on that later date; (2) an event stated in the partnership agreement as causing
the person's dissociation as a partner occurs; (3) the person is expelled as a partner pursuant
to the partnership agreement; (4) the person is expelled as a partner by the unanimous consent
of the other partners if: (A) it is unlawful to carry on the partnership's business or not
for profit activity with the person as a partner; (B) there has been a transfer of all of
the person's transferable interest in the partnership, other than a transfer for security
purposes; (C) the person is an organization and, within...
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10A-8A-1.08
Section 10A-8A-1.08 Effect of partnership agreement; nonwaivable provisions. (a) Except as
otherwise provided in subsections (b) and (c): (1) the partnership agreement governs relations
among the partners as partners and between the partners and the partnership; and (2) to the
extent the partnership agreement does not otherwise provide for a matter described in subsection
(a)(1), this chapter governs the matter. (b)(1) To the extent that, at law or in equity, a
partner or other person has duties, including fiduciary duties, to a partnership or to another
partner or to another person that is a party to or is otherwise bound by a partnership agreement,
the partner's or other person's duties may be expanded or restricted or eliminated by provisions
in a written partnership agreement, but the implied contractual covenant of good faith and
fair dealing may not be eliminated. (2) A written partnership agreement may provide for the
limitation or elimination of any and all liabilities for...
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10A-8A-9.05
Section 10A-8A-9.05 Effect of conversion. (a) When a conversion takes effect: (1) all property
and contract rights owned by the converting organization remains vested in the converted organization
without transfer, reversion, or impairment and the title to any property vested by deed or
otherwise in the converting organization shall not revert or be in any way impaired by reason
of the conversion; (2) all debts, obligations, or other liabilities of the converting organization
continue as debts, obligations, or other liabilities of the converted organization and neither
the rights of creditors, nor the liens upon the property of the converting organization shall
be impaired by the conversion; (3) an action or proceeding pending by or against the converting
organization continues as if the conversion had not occurred and the name of the converted
entity may, but need not, be substituted for the name of the converting entity in any pending
action or proceeding; (4) except as prohibited by...
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8-20-5
Section 8-20-5 Limitations on cancellations, modifications, terminations, and nonrenewals of
franchise relationships. (a) Notwithstanding the terms, provisions, or conditions of any agreement
or franchise or notwithstanding the terms or provisions of any waiver, no manufacturer shall
cancel, terminate, modify, fail to renew, or refuse to continue any franchise relationship
with a licensed new motor vehicle dealer unless the manufacturer has: (1) Satisfied the notice
requirement of this section. (2) Acted in good faith as defined in this chapter. (3) Has good
cause for the cancellation, termination, modification, nonrenewal, or noncontinuance. (b)
Notwithstanding the terms, provisions, or conditions of any agreement or franchise or the
terms or provisions of any waiver, good cause shall exist for the purposes of a termination,
cancellation, modification, nonrenewal, or noncontinuance when: (1) There is a failure by
the new motor vehicle dealer to comply with a provision of the franchise...
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11-65-22
Section 11-65-22 Acquisition of interest in horse racing facility licensee or operator. (a)
A disqualified person may not acquire or hold an interest in a horse racing facility licensee
or an operator. A commission may require that a disqualified person dispose of its interest
in a horse racing facility licensee or an operator within a reasonable period of time provided
that (i) the commission shall determine at a hearing that the owner of such interest is a
disqualified person and (ii) the person who is alleged to be a disqualified person shall receive
notice of and an opportunity to be heard at such hearing. Any person aggrieved by an action
of a commission pursuant to this section may appeal to the circuit court of the host county
pursuant to Section 11-65-12. (b) Any person desiring to acquire stock in, a partnership or
other ownership interest in, or to become an owner or member of, any entity which holds a
horse racing facility license or an operator's license hereunder who,...
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5-17-8
Section 5-17-8 Reports to Administrator of Alabama Credit Union Administration; powers of administrator.
(a) Credit unions shall report to the Administrator of the Alabama Credit Union Administration
at least annually on or before January 31 in such manner and form as required by the administrator
for that purpose. Additional reports may be required. Credit unions shall be examined at least
every 18 months by employees of the administration or by other persons designated by the administrator.
For failure to file reports when due, unless excused for cause by the administrator, the credit
union shall pay to the State Treasurer five dollars ($5) for each day of its delinquency.
(b) If the administrator determines that the credit union is violating this chapter, or is
insolvent, the administrator may suspend operations of the credit union by issuing an order
requiring that the credit union cease operations pending a hearing on the revocation of the
certificate of approval, or the...
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6-12A-3
Section 6-12A-3 Tobacco product manufacturer certification; directory; stamping, sale, or import
of cigarettes not in directory. (a) Certification. Every tobacco product manufacturer whose
cigarettes are sold in this state whether directly or through a distributor, retailer, or
similar intermediary or intermediaries shall execute and deliver on a form prescribed by the
commissioner, a certification to the commissioner no later than the thirtieth day of April
each year, certifying that, as of the date of the certification, the tobacco product manufacturer
either: Is a participating manufacturer or is in full compliance with Section 6-12-3, including
all quarterly installment payments required by subsection (e) of Section 6-12A-5. (1) Each
participating manufacturer shall include in its certification a list of its brand families.
The participating manufacturer shall update its list 30 days prior to any addition or modification
to its brand families by executing and delivering a...
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10A-2A-9.15
Section 10A-2A-9.15 Effect of conversion. (a) When a conversion takes effect: (1) all property
and contract rights owned by the converting organization remain vested in the converted organization
without transfer, reversion, or impairment, and the title to any property vested by deed or
otherwise in the converting organization shall not revert or be in any way impaired by reason
of the conversion; (2) all debts, obligations, or other liabilities of the converting organization
continue as debts, obligations, or other liabilities of the converted organization and neither
the rights of creditors, nor the liens upon the property of the converting organization shall
be impaired by the conversion; (3) an action or proceeding pending by or against the converting
organization continues as if the conversion had not occurred and the name of the converted
organization may, but need not, be substituted for the name of the converting organization
in any pending action or proceeding; (4) except as...
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10A-5A-10.04
Section 10A-5A-10.04 Effect of conversion. (a) When a conversion takes effect: (1) all property
and contract rights owned by the converting organization, or series thereof, remains vested
in the converted organization without transfer, reversion, or impairment and the title to
any property vested by deed or otherwise in the converting organization shall not revert or
be in any way impaired by reason of the conversion; (2) all debts, obligations, or other liabilities
of the converting organization, or series thereof, continue as debts, obligations, or other
liabilities of the converted organization and neither the rights of creditors, nor the liens
upon the property of the converting organization shall be impaired by the conversion; (3)
an action or proceeding pending by or against the converting organization, or series thereof,
continues as if the conversion had not occurred and the name of the converted entity may,
but need not, be substituted for the name of the converting entity in...
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10A-8A-1.02
Section 10A-8A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter,
unless the context otherwise requires, the following terms mean: (1) "Business"
includes every trade, occupation, and profession for profit. (2) "Disqualified person"
means any person who is not a qualified person. (3) "Distribution" except as otherwise
provided in Section 10A-8A-4.09(f), means a transfer of money or other property from a partnership
to another person on account of a transferable interest. (4) "Foreign limited liability
partnership" means a foreign partnership whose partners have limited liability for the
debts, obligations, or other liabilities of the foreign partnership under a provision similar
to Section 10A-8A-3.06(c). (5) "Foreign partnership" means a partnership governed
by the laws of a jurisdiction other than this state which would be a partnership if governed
by the laws of this state. The term includes a foreign limited liability partnership. (6)
"Limited liability...
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