PAR

Partnerships

In order to insure transactions involving partnerships, you must review the partnership agreement and verify the authority to enter the transaction. You must secure a good standing certificate for a limited partnership, where applicable.

Requirement

PARR03 STG

Authority of General Partnership

The Company requires a copy of the general partnership agreement and any amendments and a certificate stating (1) the agreement has not been further amended, (2) the names of the current venturers/general partners. The Company requires joinder by all general partners where appropriate. At the time the Company is furnished these items, the Company may make additional requirements or exceptions.

PARR04 STG

Authority of Limited Partnerships (Domestic)

The Company requires a copy of the limited partnership agreement, and all amendments thereto, in order to determine who is authorized to execute documents in connection with the closing of this transaction. The Company requires satisfactory evidence that said limited partnership is registered with the Secretary of State and is in good standing. The Company requires the joinder of all general partners and evidence of the consent of all of the limited partners to the closing of this transaction, where appropriate.

PARR05 STG

Where title held solely in partnership name (pa

Proof is required as to the date of formation of __(name)__, a partnership, and as to the names of all parties or persons interested as partners therein, and proof shown that there has been no change in the composition of the partnership by either adding or dropping partners since its formation.

PARR06 STG

Where names of partners are known and title is

Proof is required to show that __(partners’ names)__ are the only persons interested as partners in the partnership __(name)__, and that there has been no change in the composition of the partnership by either adding or dropping partners since its formation.

PARR07 STG

Conveyance to limited partnership before format

By deed dated __/__/__, recorded __/__/__ in (Liber, R.L., Reel) _____ (C)p ________, title is conveyed by __(name)__ to __(name)__, a limited partnership. Record discloses that said conveyance was made to said limited partnership {if formed before July 1, 1991: before publication before publication required by law was commenced; if after July 1, 1991: before the partnership certificate was filed with the Secretary of State}. A confirmatory deed is required from the grantor.

PARR08 STG

Partnership Agreement to be reviewed

Partnership Agreement must be produced for Company review in advance of closing. If the agreement is oral, Company must be advised and additional requirements may be made.

PARR09 STG

Proof of no changes

Proof is required that there have been no changes in the partnership agreement, or in the composition of the partnership, since the date of the most recent amendment disclosed to the Company.

PARR10 STG

Where deed is to partners, or to partners dba p

The deed recorded in ______________ on __/__/__ was made to the grantees, as partners [of _________________ ]. Instruments to be executed at the closing must be signed by all the named grantees, as they are shown in the certification of title. Searches for judgments, liens, federal liens [and bankruptcies] have been run against each of the named grantees, as shown in the certification of title,
[and the following items have been returned: {specify}].
[and nothing has been found of record as of the date of the search.]

PARR11 STG

General Partnership; agreement is oral

Proof is required showing the identity of all the partners comprising the partnership. A partnership certificate required pursuant to General Business Law § 130 must be on file. Instruments must be executed by all partners, on behalf of the partnership. Upon proof as to the identity of all partners given prior to closing, searches must be run for federal liens and bankruptcies. If advance disclosure is not made, policy will be subject to such.

PARR12 STG

General Partnership; written agreement

Partnership Agreement must be produced for Company review IN ADVANCE of closing. Proof is required that there have been no changes in the partnership agreement, or in the composition of the partnership, since the date of the most recent amendment disclosed to the Company. A partnership certificate required pursuant to General Business Law § 130 must be on file in the county where the partnership property is located. Upon receipt of advice as to the names of all partners, searches must be run for federal liens [and bankruptcies]

PARR13 STG

Where a mortgage is made by partnership to one

Rights of creditors of ___(partnership)___ pursuant to Partnership Law §§71 ff.

PARR14 STG

Proof of due formation of limited partnership

Proof is required that ____________________, a __(state of formation)__ limited partnership, was duly formed in accordance with the laws of the state of formation at the time it was organized, and that there are no amendments to the partnership certificate or partnership agreement.

PARR15 STG

Additional requirements for limited partnership

A true copy of the certificate of limited partnership filed with the secretary of state must be reviewed prior to closing.

A true copy of the written partnership agreement and all amendments thereto, signed by all of the general partners, must be produced and reviewed by the company in advance of closing.

Proof is required that the contemplated transaction will not result in an act in contravention of the partnership certificate or the partnership agreement, as same may be revised or amended. (See RLPA § 121-403.)

PARR16 STG

Federal liens or bankruptcies

All general partners of the limited partnership must be run for federal liens and bankruptcies.

PARR17 STG

Foreign Limited Partnership

Proof is required as to due formation of the foreign limited partnership, and that it has not been dissolved, suspended or terminated in the state of formation, and that it continues to be in good standing in the state of formation.

Proof is required that the foreign limited partnership has obtained a certificate of authority to do business in the State of New York. (Note: if such certificate is not obtained, a foreign limited partnership is barred from enforcing its rights in new York courts.) If such certificate is not obtained, policy will except any loss, cost or damage, including attorney’s fees, by reason of such failure, but notwithstanding such failure to obtain the certificate of authority, policy will insure the title or interest set forth herein as being vested in the insured.

PARR18 STG

All assets being conveyed, or deed in lieu of f

Proof is required as to the unanimous consent of all partners, general and limited, to the proposed conveyance.

Note: You may add additional local requirements here. Please consult with our underwriting personnel in preparing appropriate provisions.

Exception

PARX01 STG

Lender is a Partner

Any claim because the insured is a partner in the partnership that is the mortgagor described in Schedule A.
Comment: If the lender also is a general partner (or venturer) in the mortgagor, you must add an exception because of possible loss of priority.

PARX02 STG

Lender is a Joint Venturer

Any claim because the insured is a venturer in the joint venture that is the mortgagor described in Schedule A hereof.
Comment: If the lender also is a general partner (or venturer) in the mortgagor, you must add an exception because of possible loss of priority.

PARX03 STG

Creditors of Partnership

Any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws.
Comment: If the land was a partnership asset distributed to a partner, you must add this exception because of possible claims by creditors of the partnership.