(a) Action by partnership.-- A partnership may maintain an action against a partner for either of the following that causes or threatens harm to the partnership: (1) a breach of the partnership agreement; or (2) the violation of a duty to the partnership. (b) Action by partner.-- A partner may maintain an action against the partnership or another partner, with or without an accounting as to partnership business, to enforce the partner's rights and protect the partner's interests, including rights and interests under the partnership agreement or this title or arising independently of the partnership relationship. (c) Claims not revived.-- A right to an accounting on dissolution and winding up does not revive a claim barred by law. (d) Cross reference.-- See section 8415(c)(12)(relating to contents of partnership agreement).
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