New Jersey § 42:2a-5

§ 42:2a-5.

Definitions. As used in this chapter, unless the context otherwise requires: a. “ Certificate of limited partnership ” and “ partnership certificate ” mean the certificate referred to in section 13 of P.L.1983, c. 489 ( C.42:2A-14 ) as it may be corrected pursuant to section 48 of P.L.1988, c. 130 ( C.42:2A-16.1 ) or amended or restated from time to time. b. “ Contribution ” means any cash, property, services rendered, or a promissory note or other binding

obligation to contribute cash or property or to perform services, which a partner

contributes to a limited partnership in his capacity as a partner. c. “ Event of withdrawal of a general partner ” means an event that causes a person to cease to be a general partner as provided

in this chapter, or in the partnership agreement. d. “ Foreign limited partnership ” means a partnership formed under the laws of any state other than this State and

having as partners one or more general partners and one or more limited partners. e. “ General partner ” means a person who has been admitted to a limited partnership as a general partner

in accordance with the partnership agreement and named in the certificate of limited

partnership as a general partner. f. “ Limited partner ” means a person who has been admitted to a limited partnership as a limited partner

in accordance with the partnership agreement. g. “ Limited partnership ” and “ domestic limited partnership ” mean a partnership formed by two or more persons under the laws of this State and

having one or more general partners and one or more limited partners. h. “ Partner ” means a limited or general partner. i. “ Partnership agreement ” means any valid agreement, written or oral, of the partners as to the affairs of

a limited partnership and the conduct of its business. j. “ Partnership interest ” means a partner's share of the profits and losses of a limited partnership and the

right to receive distributions of partnership assets. k. “ Person ” means a natural person, partnership, limited partnership (domestic or foreign),

limited liability company or other limited liability entity, trust, estate, association,

or corporation. l . “ State ” means a state, territory, or possession of the United States, the District of Columbia,

or the Commonwealth of Puerto Rico. m. Unless otherwise provided in the partnership certificate or in the partnership

agreement, “ in interest ” shall mean a vote or percentage of a limited partner (in a class of limited partners)

equal to the portion that partner's share in contributions to the partnership bears

to the share in contributions to the partnership of all limited partners (of that

class). n. “ Principal office ” means the place designated in the partnership agreement or the place of business

of the limited partnership where the chief or principal affairs and business of the

partnership are transacted. o . “ Secretary of State ” refers to the State Treasurer, based upon the transfer of the functions, powers

and duties of the Division of Commercial Recording, established pursuant to section

1 of P. L.1982, c. 150 ( C.52:16A-35 ) and currently referred to as the Business Services Office, from the Department of

State to the Department of the Treasury pursuant to Reorganization Plan No. 004-1998. p. “ Treasurer ” means the State Treasurer of the Department of the Treasury.