§ 121-402. Events of withdrawal of a general partner. A person ceases
to be a general partner of a limited partnership upon the happening of
any of the following events:

(a) the general partner withdraws from the limited partnership as
provided in section 121-602 of this article;

(b) the general partner ceases to be a general partner as provided in
section 121-702 of this article;

(c) the general partner is removed as a general partner as may be
provided in the partnership agreement;

(d) unless otherwise provided in the partnership agreement or approved
by all partners, the general partner (i) makes an assignment for the
benefit of creditors, (ii) is the subject of an order for relief under
Title 11 of the United States Code, (iii) files a petition or answer
seeking for himself any reorganization, arrangement, composition,
readjustment, liquidation, dissolution, or similar relief under any
statute, law, or regulation, (iv) files an answer or other pleading,
admitting or failing to contest the material allegations of a petition
filed against him in any proceeding of this nature, or (v) seeks,
consents to, or acquiesces in the appointment of a trustee, receiver, or
liquidator of the general partner or of all or any substantial part of
his properties;

(e) unless otherwise provided in the partnership agreement or approved
by all partners, (i) if within one hundred twenty days after the
commencement of any proceeding against the general partner seeking
reorganization, arrangement, composition, readjustment, liquidation,
dissolution, or similar relief under any statute, law, or regulation,
the proceeding has not been dismissed or stayed, or within ninety days
after the expiration of any such stay, the proceeding has not been
dismissed, or (ii) if within ninety days after the appointment without
his consent or acquiescence of a trustee, receiver, or liquidator of the
general partner or of all or any substantial part of his properties, the
appointment is not vacated or stayed, or within ninety days after the
expiration of any such stay, the appointment is not vacated;

(f) in the case of a general partner who is a natural person, (i) his
death or (ii) the entry of a judgment by a court of competent
jurisdiction adjudicating him incompetent to manage his person or his
property;

(g) in the case of a general partner who is acting as a general
partner by virtue of being a trustee of a trust, the termination of the
trust (but not merely the substitution of a new trustee);

(h) in the case of a general partner that is a partnership, unless the
partnership agreement of such partnership provides for the right of any
one or more of the partners of such partnership to continue the business
of such partnership and such partnership is so continued, the
dissolution and commencement of winding up of such partnership;

(i) in the case of a general partner that is a corporation, the filing
of a certificate of dissolution, or its equivalent, for the corporation
or the revocation of its charter;

(j) in the case of a general partner that is an estate, the
distribution by the fiduciary of the estate's entire interest in the
limited partnership; or

(k) in the case of a general partner that is a limited liability
company, unless the operating agreement of such limited liability
company provides for the right of any member of such limited liability
company to continue the limited liability company and such limited
liability company is so continued, the dissolution and commencement of
winding up of such limited liability company.