N.Y. Partnership Law § 108: Assignment of interest

§ 108. Assignment of interest. (1) A limited partner's interest is

assignable.

(2) A substituted limited partner is a person admitted to all the

rights of a limited partner who has died or has assigned his interest in

a partnership.

(3) An assignee, who does not become a substituted limited partner,

has no right to require any information or account of the partnership

transactions or to inspect the partnership books; he is only entitled to

receive the share of the profits or other compensation by way of income,

or the return of his contribution, to which his assignor would otherwise

be entitled.

(4) An assignee shall have the right to become a substituted limited

partner if all the members, except the assignor, consent thereto or if

the assignor, being thereunto empowered by the certificate, gives the

assignee that right.

(5) An assignee becomes a substituted limited partner when the

certificate is appropriately amended in accordance with section one

hundred and fourteen of this article.

(6) The substituted limited partner has all the rights and powers, and

is subject to all the restrictions and liabilities of his assignor,

except those liabilities of which he was ignorant at the time he became

a limited partner and which could not be ascertained from the

certificate.

(7) The substitution of the assignee as a limited partner does not

release the assignor from liability to the partnership under sections

ninety-five and one hundred and six.