§ 121-1506. Resignation for receipt of process. (a) A registered agent
may resign as such agent. A certificate entitled "Certificate of
resignation of registered agent of ...... (name of limited liability
partnership) under section 121-1506 of the Partnership Law" shall be
signed and delivered to the department of state. It shall set forth:

(1) That he resigns as registered agent for the designated limited
liability partnership.

(2) The date the certificate of registration of the designated limited
liability partnership was filed by the department of state.

(3) That he has sent a copy of the certificate of resignation by
registered mail to the designating limited liability partnership at the
post office address on file in the department of state specified for the
mailing of process or if such address is the address of the registered
agent, then to the office of the designating limited liability
partnership in the jurisdiction of its formation.

(b) The party (or the party's legal representative) whose post address
has been supplied by a limited liability partnership as its address for
process may resign. A certificate entitled "Certificate of Resignation
for Receipt of Process under Section 121-1506(b) of the Partnership Law"
shall be signed by such party and delivered to the department of state.
It shall set forth:

(1) The name of the limited liability partnership and the date that
its certificate of registration was filed by the department of state.

(2) That the address of the party has been designated by the limited
liability 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 liability 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 liability partnership, if other than the party filing the
certificate of resignation, for receipt of process, or if the resigning
limited liability partnership has no registered agent, then to the last
address of the designated limited liability 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
liability 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 liability partnership, specifying what
efforts were made.

(4) That the designated limited liability partnership is required to
deliver to the department of state a certificate of amendment providing
for the designation by the limited liability 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.

(c) Upon the failure of the designating limited liability partnership
to file a certificate of amendment providing for the designation by the
limited liability 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.

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

(e) 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.

(f)(1) In any case in which a limited liability 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 liability
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
liability partnership by a person and in the 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 liability
partnership by registered or certified mail with return receipt
requested to the last address of such limited liability 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 an 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
liability 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 liability
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 liability 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 liability 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 serve process in
any other manner permitted by law.

(g) The filing of a certificate of resignation of a registered agent
pursuant to subdivision (a) of this section shall be accompanied by the
fee of ten dollars, and the filing of a certificate of resignation for
receipt of process pursuant to subdivision (b) of this section shall be
accompanied by the fee of ten dollars.