(1) A partnership may maintain an action against a partner for a breach of the partnership agreement, or for the violation of a duty to the partnership, causing harm to the partnership.
(2) A partner may maintain an action against the partnership or another partner for legal or equitable relief, with or without an accounting as to partnership business, to:
(a) Enforce the partner's rights under the partnership agreement;
(b) Enforce the partner's rights under the Uniform Partnership Act of 1998, including:
(i) The partner's rights under section 67-421, 67-423, or 67-424;
(ii) The partner's right on dissociation to have the partner's interest in the partnership purchased pursuant to section 67-434 or enforce any other right under sections 67-431 to 67-433 or 67-434 to 67-438; or
(iii) The partner's right to compel a dissolution and winding up of the partnership business under section 67-439 or enforce any other right under sections 67-439 to 67-445; or
(c) Enforce the rights and otherwise protect the interests of the partner, including rights and interests arising independently of the partnership relationship.
(3) The accrual of, and any time limitation on, a right of action for a remedy under this section is governed by other law. A right to an accounting upon a dissolution and winding up does not revive a claim barred by law.
Notes of Decisions
Cited in
4
cases (
1 in the last 5 years), 2008–2025 · leading case:
Shoemaker v. Shoemaker, 745 N.W.2d 299 (Neb. 2008).
Shoemaker v. Shoemaker, 745 N.W.2d 299 (Neb. 2008).
· cites it 2× “Section 67-434(9) provided Harley's remedy for the partnership's failure to timely pay the buyout price or its unsatisfactory offer: A dissociated partner may maintain an action against the partnership, pursuant to subdivision (2)(b)(ii) of section 67-425, to determine the…”
Sebade v. Sebade, 28 N.W.3d 19 (Neb. 2025).
· cites it 7× “Even if we assume breach of the Liquidation Agreement is encompassed exclusively by § 67-425, § 67-425 does not, on its face, preclude joint and several liability by a nonpartner for said breach under theories of conspiracy or aiding and abetting, which are not separate claims…”
Elting v. Elting, 288 Neb. 404 (2014).
“Under § 67-425(2)(a) of the 1998 UPA, a partner may maintain an action against another partner for legal or equitable relief.”
Mogensen Bros. Land & Cattle Co. v. Mogensen, 952 N.W.2d 688 (Neb. Ct. App. 2020).
· cites it 2× “Gottsch, 303 Neb. at 283, 284 , 929 N.W.2d at 45 . In this case, the Partnership Agreement specifically provides for annual accounting books that are to be accessible by any partner at “all times”: “Books of Account.”
Neb. Rev. Stat. § 67-425(2)(a): 1 case
Elting v. Elting, 288 Neb. 404 (2014).
“Under § 67-425(2)(a) of the 1998 UPA, a partner may maintain an action against another partner for legal or equitable relief.”
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