N.Y. Partnership Law § 121-104-a: Resignation for receipt of process

§ 121-104-A. Resignation for receipt of process. (a) The party (or

his/her legal representative) whose post office address has been

supplied by a domestic limited partnership or foreign limited

partnership as its address for process may resign. A certificate

entitled "Certificate of Resignation for Receipt of Process under

Section 121-104-A of the Revised Limited Partnership Act" shall be

signed by such party and delivered to the department of state. It shall

set forth:

(1) the name of the limited partnership and the date that its articles

of organization or application for authority was filed by the department

of state.

(2) that the address of the party has been designated by the limited

partnership as the post office address to which the secretary of state

shall mail a copy of any process served on the secretary of state as

agent for such limited partnership, and that such party wishes to

resign.

(3) that sixty days prior to the filing of the certificate of

resignation with the department of state the party has sent a copy of

the certificate of resignation for receipt of process by registered or

certified mail to the address of the registered agent of the designated

limited partnership, if other than the party filing the certificate of

resignation, for receipt of process, or if the resigning limited

partnership has no registered agent, then to the last address of the

designated limited partnership, known to the party, specifying the

address to which the copy was sent. If there is no registered agent and

no known address of the designating limited partnership the party shall

attach an affidavit to the certificate stating that a diligent but

unsuccessful search was made by the party to locate the limited

partnership, specifying what efforts were made.

(4) that the designated limited partnership is required to deliver to

the department of state a certificate of amendment or change providing

for the designation by the limited partnership of a new address and that

upon its failure to file such certificate, its authority to do business

in this state shall be suspended.

(b) Upon the failure of the designating limited partnership to file a

certificate of amendment or change providing for the designation by the

limited partnership of the new address after the filing of a certificate

of resignation for receipt of process with the secretary of state, its

authority to do business in this state shall be suspended.

(c) The filing by the department of state of a certificate of

amendment or change providing for a new address by a designating limited

partnership shall annul the suspension and its authority to do business

in this state shall be restored and continued as if no suspension had

occured.

(d) The resignation for receipt of process shall become effective upon

the filing by the department of state of a certificate of resignation

for receipt of process.

(e)(1) In any case in which a limited partnership suspended pursuant

to this section would be subject to the personal or other jurisdiction

of the courts of this state under article three of the civil practice

law and rules, process against such limited partnership may be served

upon the secretary of state as its agent pursuant to this section. Such

process may be issued in any court in this state having jurisdiction of

the subject matter.

(2) Service of such process upon the secretary of state shall be made

by personally delivering to and leaving with him or his deputy, or with

any person authorized by the secretary of state to receive such service,

at the office of the department of state in the city of Albany, a copy

of such process together with the statutory fee, which fee shall be a

taxable disbursement. Such service shall be sufficient if notice thereof

and a copy of the process are:

(i) delivered personally within or without this state to such limited

partnership by a person and in a manner authorized to serve process by

law of the jurisdiction in which service is made, or

(ii) sent by or on behalf of the plaintiff to such limited partnership

by registered or certified mail with return receipt requested to the

last address of such limited partnership known to the plaintiff.

(3)(i) Where service of a copy of process was effected by personal

service, proof of service shall be by affidavit of compliance with this

section filed, together with the process, within thirty days after such

service, with the clerk of the court in which the action or special

proceeding is pending. Service of process shall be complete ten days

after such papers are filed with the clerk of the court.

(ii) Where service of a copy of process was effected by mailing in

accordance with this section, proof of service shall be by affidavit of

compliance with this section filed, together with the process, within

thirty days after receipt of the return receipt signed by the limited

partnership, or other official proof of delivery or of the original

envelope mailed. If a copy of the process is mailed in accordance with

this section, there shall be filed with the affidavit of compliance

either the return receipt signed by such limited partnership, or other

official proof of delivery, if acceptance was refused by it, the

original envelope with a notation by the postal authorities that

acceptance was refused. If acceptance was refused a copy of the notice

and process together with notice of the mailing by registered or

certified mail and refusal to accept shall be promptly sent to such

limited partnership at the same address by ordinary mail and the

affidavit of compliance shall so state. Service of process shall be

complete ten days after such papers are filed with the clerk of the

court. The refusal to accept delivery of the registered or certified

mail or to sign the return receipt shall not affect the validity of the

service and such limited partnership refusing to accept such registered

or certified mail shall be charged with knowledge of the contents

thereof.

(4) Service made as provided in this section without the state shall

have the same force as personal service made within this state.

(5) Nothing in this section shall affect the right to service process

in any other manner permitted by law.