Section 2. General definitions  


Latest version.
  • As used in this chapter "court" includes
      every court and judge having jurisdiction in the case;
        "Business" includes every trade, occupation, or profession;
        "Person" includes individuals, partnerships, corporations,  and  other
      associations;
        "Bankrupt"  includes  bankrupt  under  the  federal  bankruptcy act or
      insolvent under any state insolvent act;
        "Conveyance"  includes   every   assignment,   lease,   mortgage,   or
      encumbrance;
        "Real property" includes land and any interest or estate in land.
        "Foreign professional service corporation" has the meaning given to it
      in  subdivision  (d)  of  section  fifteen  hundred  twenty-five  of the
      business corporation law.
        "Foreign professional  service  limited  liability  company"  has  the
      meaning  given  to it in subdivision (a) of section thirteen hundred one
      of the limited liability company law.
        "Foreign limited liability  partnership"  means  (i)  any  partnership
      without  limited  partners  operating under an agreement governed by the
      laws of any jurisdiction, other than this state, each of whose  partners
      is  a  professional  authorized  by law to render a professional service
      within this state and who is or has been engaged in the practice of such
      profession in such partnership or a predecessor entity, or  will  engage
      in  the  practice  of  such  profession in the foreign limited liability
      partnership within thirty days of the date of the effectiveness  of  the
      notice  provided  for  in  subdivision  (a)  of section 121-1502 of this
      chapter or each of whose partners is a professional,  at  least  one  of
      whom  is  authorized by law to render a professional service within this
      state and who is or has been engaged in the practice of such  profession
      in  such  partnership  or  a  predecessor  entity, or will engage in the
      practice of such profession in the foreign limited liability partnership
      within thirty days of the  date  of  the  effectiveness  of  the  notice
      provided  for  in  subdivision  (a) of section 121-1502 of this chapter,
      (ii)  any  partnership  without  limited  partners  operating  under  an
      agreement  governed  by  the  laws  of any jurisdiction, other than this
      state, authorized by, or holding a license, certificate, registration or
      permit issued by the licensing authority pursuant to, the education  law
      to  render  a  professional  service within this state, which renders or
      intends to render professional services within this state and  which  is
      denominated  as  a  registered  limited liability partnership or limited
      liability partnership under such  laws,  regardless  of  any  difference
      between such laws and the laws of this state, or (iii) a foreign related
      limited  liability  partnership;  except  that all partners of a foreign
      limited  liability  partnership  that  provides   health,   professional
      engineering,    land    surveying,    architectural   and/or   landscape
      architectural services in this state shall be licensed in this state.
        "Licensing authority" means the regents of the university of the state
      of New York or the state education department, as the case  may  be,  in
      the  case of all professions licensed under title eight of the education
      law, and the appropriate appellate division of the supreme court in  the
      case of the profession of law.
        "New  York  registered  foreign limited liability partnership" means a
      foreign limited liability partnership which has filed a notice  pursuant
      to subdivision (a) of section 121-1502 of this chapter that has not been
      withdrawn  or revoked and which complies with subdivision (1) of section
      121-1502 of this chapter.
        "Profession"   includes   any   practice   as    an    attorney    and
      counsellor-at-law  or  as  a  licensed  physician, and those professions
      designated in title eight of the education law.
    
        "Professional" means an  individual  duly  authorized  to  practice  a
      profession,  a  professional service corporation, a professional service
      limited  liability  company,  a  foreign  professional  service  limited
      liability company, a registered limited liability partnership, a foreign
      limited   liability   partnership,   a   foreign   professional  service
      corporation or a professional partnership.
        "Professional partnership" means (1)  a  partnership  without  limited
      partners  each  of whose partners is a professional authorized by law to
      render a professional service  within  this  state,  (2)  a  partnership
      without  limited  partners  each of whose partners is a professional, at
      least one of whom is authorized by law to render a professional  service
      within  this  state  or  (3)  a  partnership  without  limited  partners
      authorized by, or holding a license, certificate, registration or permit
      issued by the licensing authority  pursuant  to  the  education  law  to
      render  a  professional  service  within  this  state;  except  that all
      partners of a professional partnership that provides medical services in
      this state must be licensed pursuant to article 131 of the education law
      to practice medicine in this state and all partners  of  a  professional
      partnership that provides dental services in this state must be licensed
      pursuant  to  article  133 of the education law to practice dentistry in
      this state; and further except  that  all  partners  of  a  professional
      partnership  that  provides  professional  engineering,  land surveying,
      architectural and/or landscape architectural services in this state must
      be licensed pursuant to article 145, article 147 and/or article  148  of
      the  education  law  to practice one or more of such professions in this
      state.
        "Professional service" means any type of service to  the  public  that
      may  be lawfully rendered by a member of a profession within the purview
      of his or her profession.
        "Professional service corporation" means (i) a  corporation  organized
      under article fifteen of the business corporation law and (ii) any other
      corporation   organized  under  the  business  corporation  law  or  any
      predecessor statute,  which  is  authorized  by,  or  holds  a  license,
      certificate,  registration  or permit issued by, the licensing authority
      pursuant to the education law to  render  professional  services  within
      this state.
        "Professional  service  limited  liability  company"  means  a limited
      liability  company  organized  under  article  twelve  of  the   limited
      liability company law.
        "Registered limited liability partnership" means a partnership without
      limited  partners  operating  under an agreement governed by the laws of
      this state, registered  under  section  121-1500  of  this  chapter  and
      complying with section 121-1501 of this chapter.
        "Foreign  related  limited  liability partnership" means a partnership
      without limited partners operating under an agreement  governed  by  the
      laws   of  any  jurisdiction,  other  than  this  state,  which  (i)  is
      denominated as a limited liability  partnership  or  registered  limited
      liability  partnership  under  such  laws, (ii) is not a foreign limited
      liability partnership under clause (i) or (ii) of the paragraph defining
      foreign  limited  liability  partnership  in  this  section,  (iii)   is
      affiliated  with  a  professional  service  limited  liability  company,
      foreign professional service  limited  liability  company,  professional
      service   corporation,   foreign   professional   service   corporation,
      registered  limited  liability  partnership  that  is   a   professional
      partnership   under   this   section  or  a  foreign  limited  liability
      partnership under clause (i) or (ii) of the paragraph  defining  foreign
      limited liability partnership in this section, and (iv) renders services
      related  or  complementary  to the professional services rendered by, or
    
      provides services or facilities to, such  professional  service  limited
      liability   company,  foreign  professional  service  limited  liability
      company, professional service corporation, foreign professional  service
      corporation, registered limited liability partnership or foreign limited
      liability   partnership.   For   purposes  of  this  paragraph,  such  a
      partnership is affiliated with a professional service limited  liability
      company,   foreign   professional  service  limited  liability  company,
      professional   service   corporation,   foreign   professional   service
      corporation, registered limited liability partnership or foreign limited
      liability  partnership  if  (1)  at  least a majority of partners in one
      partnership are partners in  the  other  partnership,  (2)  at  least  a
      majority  of  the  partners  in each partnership also are partners, hold
      interests or are  members  in  a  limited  liability  company  or  other
      business  entity,  and  each partnership renders services pursuant to an
      agreement with such limited liability company or other business  entity,
      or (3) the partnerships or the partnership and such professional service
      limited  liability  company,  such  foreign professional service limited
      liability  company,  such  professional  service  corporation,  or  such
      foreign  professional  service  corporation  are  affiliates  within the
      meaning of paragraph (a) of section nine hundred twelve of the  business
      corporation law.
        "Related  limited  liability  partnership" means a partnership without
      limited partners operating under an agreement governed by  the  laws  of
      this  state,  which  (i)  is  not  a professional partnership under this
      section,  (ii)  is  affiliated  with  a  professional  service   limited
      liability   company,  foreign  professional  service  limited  liability
      company, professional service corporation, foreign professional  service
      corporation,   registered   limited  liability  partnership  that  is  a
      professional  partnership  under  this  section  or  a  foreign  limited
      liability partnership under clause (i) or (ii) of the paragraph defining
      foreign limited liability partnership in this section, and (iii) renders
      services  related or complementary to the professional services rendered
      by, or provides services or facilities  to,  such  professional  service
      limited   liability   company,   foreign  professional  service  limited
      liability   company,   professional   service    corporation,    foreign
      professional   service   corporation,   registered   limited   liability
      partnership or foreign limited liability partnership.  For  purposes  of
      this  paragraph,  such  a  partnership is affiliated with a professional
      service limited liability company, foreign professional service  limited
      liability    company,    professional   service   corporation,   foreign
      professional   service   corporation,   registered   limited   liability
      partnership  or  foreign limited liability partnership if (1) at least a
      majority of partners in  one  partnership  are  partners  in  the  other
      partnership, (2) at least a majority of the partners in each partnership
      also  are partners, hold interests or are members in a limited liability
      company or other business entity, and each partnership renders  services
      pursuant  to  an  agreement with such limited liability company or other
      business entity, or (3) the partnerships or  the  partnership  and  such
      professional   service   limited   liability   company,   such   foreign
      professional  service  limited  liability  company,  such   professional
      service  corporation,  or  such foreign professional service corporation
      are affiliates within the meaning  of  paragraph  (a)  of  section  nine
      hundred twelve of the business corporation law.