(a) If a decedent was a partner in a general partnership and the partnership agreement or articles of partnership provide that, on the death of a partner, the partner’s personal representative is entitled to that partner’s place in the partnership, a personal representative accordingly contracting to enter the partnership under the partnership agreement or articles of partnership is, to the extent allowed by law, liable to a third person only to the extent of:
(1) the deceased partner’s capital in the partnership; and
(2) the estate‘s assets held by the representative.
(b) This section does not exonerate a personal representative from liability for the representative’s negligence.

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Terms Used In Texas Estates Code 351.104

  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Decedent: A deceased person.
  • Estate: means a decedent's property, as that property:
    (1) exists originally and as the property changes in form by sale, reinvestment, or otherwise;
    (2) is augmented by any accretions and other additions to the property, including any property to be distributed to the decedent's representative by the trustee of a trust that terminates on the decedent's death, and substitutions for the property; and
    (3) is diminished by any decreases in or distributions from the property. See Texas Estates Code 22.012
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Person: includes a natural person and a corporation. See Texas Estates Code 22.027
  • personal representative: include :
    (1) an executor and independent executor;
    (2) an administrator, independent administrator, and temporary administrator; and
    (3) a successor to an executor or administrator listed in Subdivision (1) or (2). See Texas Estates Code 22.031