N.Y. PTR. LAW § 105 : NY Code - Section 105: Withdrawal or reduction of limited partner's contribution

Search N.Y. PTR. LAW § 105 : NY Code - Section 105: Withdrawal or reduction of limited partner's contribution

(1)
  A  limited  partner  shall  not receive from a general partner or out of
  partnership property any part of his contribution until
    (a) All liabilities of the partnership, except liabilities to  general
  partners and to limited partners on account of their contributions, have
  been paid or there remains property of the partnership sufficient to pay
  them.
    (b)  The  consent  of  all  members  is  had, unless the return of the
  contribution  may  be  rightfully  demanded  under  the  provisions   of
  subdivision two, and
    (c)  The  certificate  is  cancelled or so amended as to set forth the
  withdrawal or reduction.
    (2) Subject to the provisions of subdivision one,  a  limited  partner
  may rightfully demand the return of his contribution
    (a) On the dissolution of a partnership, or,
    (b)  When  the  date  specified  in the certificate for its return has
  arrived, or,
    (c) After he has given six months' notice  in  writing  to  all  other
  members,  if  no  time  is  specified  in the certificate either for the
  return of the contribution or for the dissolution of the partnership.
    (3) In the absence of any statement in the certificate to the contrary
  or the consent of all members, a limited partner,  irrespective  of  the
  nature  of  his  contribution,  has only the right to demand and receive
  cash in return for his contribution.
    (4) A limited partner may  have  the  partnership  dissolved  and  its
  affairs wound up when
    (a)  He  rightfully  but  unsuccessfully  demands  the  return  of his
  contribution, or,
    (b) The other liabilities of the partnership have not  been  paid,  or
  the  partnership  property  is  insufficient  for  their payment and the
  limited partner would  otherwise  be  entitled  to  the  return  of  his
  contribution.