{"data":{"id":"us-id/idaho-code-30-23-107","jurisdiction":"us-id","citation":"Idaho Code § 30-23-107","heading":"PARTNERSHIP AGREEMENT — EFFECT ON THIRD PARTIES AND RELATIONSHIP TO RECORDS EFFECTIVE ON BEHALF OF PARTNERSHIP.","body":"(a) A partnership agreement may specify that its amendment requires the approval of a person that is not a party to the agreement or the satisfaction of a condition. An amendment is ineffective if its adoption does not include the required approval or satisfy the specified condition.\n(b) The obligations of a partnership and its partners to a person in the person’s capacity as a transferee or person dissociated as a partner are governed by the partnership agreement. Subject only to a court order issued under section 30-23-504(b)(2), Idaho Code, to effectuate a charging order, an amendment to the partnership agreement made after a person becomes a transferee or is dissociated as a partner:\n(1) Is effective with regard to any debt, obligation, or other liability of the partnership or its partners to the person in the person’s capacity as a transferee or person dissociated as a partner; and\n(2) Is not effective to the extent the amendment:\n(A) Imposes a new debt, obligation, or other liability on the transferee or person dissociated as a partner; or\n(B) Prejudices the rights under section 30-23-701, Idaho Code, of a person that dissociated as a partner before the amendment was made.\n(c) If a record delivered by a partnership to the secretary of state for filing becomes effective under this chapter and contains a provision that would be ineffective under section 30-23-105(c) or (d)(3), Idaho Code, if contained in the partnership agreement, the provision is ineffective in the record.\n(d) Subject to subsection (c) of this section, if a record delivered by a partnership to the secretary of state for filing becomes effective and conflicts with a provision of the partnership agreement:\n(1) The agreement prevails as to partners, persons dissociated as partners, and transferees; and\n(2) The record prevails as to other persons to the extent they reasonably rely on the record.","path":["TITLE 30 CORPORATIONS","CHAPTER 23 GENERAL PARTNERSHIPS","PART 1 GENERAL PROVISIONS"],"source_url":"https://legislature.idaho.gov/statutesrules/idstat/title30/t30ch23/sect30-23-107/","current_through":"2026 Legislative Session","vintage":"","retrieved_at":"2026-09-04T11:18:35Z","sha256":"eca1d6b949891647f19acd8d4bcca90f651f8d3bff8fc99c7d4fae86661f69a3","source_id":"us-id","stale":false,"prev":"us-id/idaho-code-30-23-106","next":"us-id/idaho-code-30-23-108"},"notice":"GroundRules: Original legal text. Not legal advice."}