(a) Subject to the Constitution of Tennessee:

Terms Used In Tennessee Code 61-3-1001

  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Jurisdiction of formation: means the jurisdiction whose laws govern the internal affairs of an entity. See Tennessee Code 61-3-101
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Partner: means a limited partner or general partner. See Tennessee Code 61-3-101
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Tennessee Code 61-3-101
(1) The law of the jurisdiction of formation of a foreign limited partnership governs:

(A) The organization and internal affairs of the foreign limited partnership;
(B) The liability of a partner as partner for a debt, obligation, or other liability of the foreign limited partnership; and
(C) The liability of a series of the foreign limited partnership;
(2) A foreign limited partnership is not precluded from registering to do business in this state because of any difference between the law of the foreign limited partnership’s jurisdiction of formation and the law of this state.
(b) Registration of a foreign limited partnership to do business in this state does not authorize the foreign partnership to engage in any activities and affairs or exercise any power that a limited partnership may not engage in or exercise in this state.
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