§ 121-104-A. Resignation for receipt of process. (a) The party (or
his/her legal representative) whose post office address has been
supplied by a domestic limited partnership or foreign limited
partnership as its address for process may resign. A certificate
entitled "Certificate of Resignation for Receipt of Process under
Section 121-104-A of the Revised Limited Partnership Act" shall be
signed by such party and delivered to the department of state. It shall
set forth:

(1) the name of the limited partnership and the date that its articles
of organization or application for authority was filed by the department
of state.

(2) that the address of the party has been designated by the limited
partnership as the post office address to which the secretary of state
shall mail a copy of any process served on the secretary of state as
agent for such limited partnership, and that such party wishes to
resign.

(3) that sixty days prior to the filing of the certificate of
resignation with the department of state the party has sent a copy of
the certificate of resignation for receipt of process by registered or
certified mail to the address of the registered agent of the designated
limited partnership, if other than the party filing the certificate of
resignation, for receipt of process, or if the resigning limited
partnership has no registered agent, then to the last address of the
designated limited partnership, known to the party, specifying the
address to which the copy was sent. If there is no registered agent and
no known address of the designating limited partnership the party shall
attach an affidavit to the certificate stating that a diligent but
unsuccessful search was made by the party to locate the limited
partnership, specifying what efforts were made.

(4) that the designated limited partnership is required to deliver to
the department of state a certificate of amendment or change providing
for the designation by the limited partnership of a new address and that
upon its failure to file such certificate, its authority to do business
in this state shall be suspended.

(b) Upon the failure of the designating limited partnership to file a
certificate of amendment or change providing for the designation by the
limited partnership of the new address after the filing of a certificate
of resignation for receipt of process with the secretary of state, its
authority to do business in this state shall be suspended.

(c) The filing by the department of state of a certificate of
amendment or change providing for a new address by a designating limited
partnership shall annul the suspension and its authority to do business
in this state shall be restored and continued as if no suspension had
occured.

(d) The resignation for receipt of process shall become effective upon
the filing by the department of state of a certificate of resignation
for receipt of process.

(e)(1) In any case in which a limited partnership suspended pursuant
to this section would be subject to the personal or other jurisdiction
of the courts of this state under article three of the civil practice
law and rules, process against such limited partnership may be served
upon the secretary of state as its agent pursuant to this section. Such
process may be issued in any court in this state having jurisdiction of
the subject matter.

(2) Service of such process upon the secretary of state shall be made
by personally delivering to and leaving with him or his deputy, or with
any person authorized by the secretary of state to receive such service,
at the office of the department of state in the city of Albany, a copy
of such process together with the statutory fee, which fee shall be a
taxable disbursement. Such service shall be sufficient if notice thereof
and a copy of the process are:

(i) delivered personally within or without this state to such limited
partnership by a person and in a manner authorized to serve process by
law of the jurisdiction in which service is made, or

(ii) sent by or on behalf of the plaintiff to such limited partnership
by registered or certified mail with return receipt requested to the
last address of such limited partnership known to the plaintiff.

(3)(i) Where service of a copy of process was effected by personal
service, proof of service shall be by affidavit of compliance with this
section filed, together with the process, within thirty days after such
service, with the clerk of the court in which the action or special
proceeding is pending. Service of process shall be complete ten days
after such papers are filed with the clerk of the court.

(ii) Where service of a copy of process was effected by mailing in
accordance with this section, proof of service shall be by affidavit of
compliance with this section filed, together with the process, within
thirty days after receipt of the return receipt signed by the limited
partnership, or other official proof of delivery or of the original
envelope mailed. If a copy of the process is mailed in accordance with
this section, there shall be filed with the affidavit of compliance
either the return receipt signed by such limited partnership, or other
official proof of delivery, if acceptance was refused by it, the
original envelope with a notation by the postal authorities that
acceptance was refused. If acceptance was refused a copy of the notice
and process together with notice of the mailing by registered or
certified mail and refusal to accept shall be promptly sent to such
limited partnership at the same address by ordinary mail and the
affidavit of compliance shall so state. Service of process shall be
complete ten days after such papers are filed with the clerk of the
court. The refusal to accept delivery of the registered or certified
mail or to sign the return receipt shall not affect the validity of the
service and such limited partnership refusing to accept such registered
or certified mail shall be charged with knowledge of the contents
thereof.

(4) Service made as provided in this section without the state shall
have the same force as personal service made within this state.

(5) Nothing in this section shall affect the right to service process
in any other manner permitted by law.