Upon the winding up of a limited partnership, the assets must be distributed as follows: (1) to creditors, including partners who are creditors, to the extent permitted by law, in satisfaction of liabilities of the limited partnership other than liabilities for distributions to partners under SECTION 33-42-1010 or SECTION 33-42-1040; (2) except as provided in the partnership agreement, to partners and former partners in satisfaction of liabilities for distributions under SECTION 33-42-1010 or SECTION 33-42-1040; and (3) except as provided in the partnership agreement, to partners first for the return of their contributions and secondly respecting their partnership interests, in the proportions in which the partners share in distributions. Foreign Limited Partnerships
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