obtained by diligent inquiry, shall be reported to reside or have a place of business in the same city, village, or township where such promissory note, draft, check, or bill of exchange is made payable, or may be legally presented for payment or acceptance, all notices of the non-payment or non-acceptance thereof may be served by depositing such notices, with the postage prepaid, in the postoffice in the city, township, or village where such promissory note, draft, check, or bill of exchange is made payable, or may be legally presented for payment or acceptance, properly directed to such drawer or indorser at such city, village, or township; and whenever any To persons out promissory note, check, or draft shall not be made payable at any place, notices of non-payment or non-acceptance may be served by depositing the same in a postoffice, prepaid, directed to the drawer or indorser at his reputed place of postoffice delivery, such reputed place of business, residence, or postoffice delivery to be ascertained by the best information that can be obtained by diligent inquiry therefor.

of city.

Checks, etc.,

drawn upon

out grace.

(1561.) SEC. 2. All checks, bills of exchange, or drafts, appearing banks, due with- on their face to have been drawn upon any bank, or upon any banking association or individual banker carrying on banking business under the act to authorize the business of banking, which are on their face payable on any specified day, or in any number of days after the date or sight thereof, shall be deemed due and payable on the day mentioned for the payment of the same, withNo protest nec out any days of grace being allowed, and it shall not be necessary to protest the same for non-acceptance.

essary.

(1562.) SEC. 3. This act shall not apply to any bills of exchange, checks, drafts, or promissory notes, bearing date prior to the first day of May, eighteen hundred and sixty-seven.

(1563.) SEC. 4. All acts and parts of acts now in force and inconsistent with the provisions of this act are hereby repealed. SEC. 5. This act shall take effect May twelfth, eighteen hundred and sixty-seven.

Guaranty of payment of note made negotiable.

An Act making guaranties of promissory notes negotiable, and providing that they shall pass to the holders of such notes.

[Approved March 4, 1869. Laws of 1869, p. 27.]

(1564.) SECTION 1. The People of the State of Michigan enact, That the guaranty of the payment or of the collection of any promissory note shall hereafter be negotiable, and shall pass to the holder of the note, whether indorsed thereon, or written or printed

upon a separate paper; and the assignment, indorsement, or transfer of any promissory note, the payment or collection of which shall have been guarantied, shall operate as, and be an assignment of, all guaranties of any such note; and the holder of such note may maintain an action upon any and all such guaranties, in his own name, subject to all equities existing between the guarantor Subject to and the person to whom such guaranty was made.

equities.

An Act to regulate the execution and transfer of notes or other obligations given for

patent rights.

[Approved April 13, 1871. Laws of 1871, p. 191.]

(1565.) SECTION 1. The People of the State of Michigan enact, Form of nota That whenever any promissory note, or other negotiable or assignable instrument, shall be given, the consideration for which shall consist, in whole or in part, of the right to make, use, or vend any patent invention, or inventions claimed to be patented, the words "Given for patent right," shall be prominently and legibly written or printed on the face of such note or instrument, above the signature thereto, and such note or instrument, in the hands of Holder subject any purchaser or holder, shall be subject to the same defenses as in as original the hands of the original owner or holder; and any person who shall purchase or become the holder of any such note or instrument, knowing the same to have been given for the consideration aforesaid, shall hold such note or other instrument subject to the same defenses as in the hands of the original owner or holder, although the words "Given for patent right" shall not be written or printed upon the face thereof.

to same defenses

owner.

transfer of note,

etc., not in pro

scribed form.

(1566.) SEC. 2. If any person shall take, purchase, sell, or trans- Penalty for fer any promissory note or other negotiable or assignable instrument not bearing the words "Given for a patent right" written.or printed legibly and prominently on the face of such note or instrument, above the signature thereof, knowing the consideration of such note or other instrument to consist, in whole or in part, of the right to make, use, or vend any patented invention, or invention claimed to be patented, every such person shall be deemed guilty of a misdemeanor, and upon conviction thereof shall be fined in any sum not exceeding one hundred dollars, or imprisoned in the county jail not exceeding three months, or both, in the discretion of the court.

CHAPTER XXXVI.

LIMITED PARTNERSHIPS.

For what purposes limited partnerships may be formed.

Liabilities of general and

Chapter thirty-three of Revised Statutes of 1846.

(1567.) SECTION 1. Limited partnerships for the transaction of any mercantile, mechanical, or manufacturing business, within this State, may be formed by two or more persons upon the terms, with the rights and powers, and subject to the conditions and liabilities hereinafter provided; but nothing in this chapter contained shall be construed to authorize any such partnership for the purposes of banking or insurances.

(1568.) SEC. 2. Limited partnerships may consist of one or more special partners. persons, who shall be called general partners, and who shall be jointly and severally responsible as general partners now are by law, and of one or more persons who shall contribute a specific amount of capital, in cash, or other property at cash value, to the common stock, who shall be called special partners, and who shall not be liable for the debts of the partnership, beyond the amount of the fund so contributed by them respectively to the capital, except as hereinafter provided.

By whom busi

ness to be transacted.

Certificate, its contents.

(1569.) SEC. 3. The general partners only shall be authorized to transact business, to sign for the partnership, and to bind the

same.

(1570.) SEC. 4. The persons desirous of forming such partnership shall make and severally sign a certificate, which shall contain:

First. The name or firm under which the partnership business is to be conducted;

Second. The general nature of the business to be transacted; Third. The names of all the general and special partners interested therein, distinguishing which are general partners and which are special partners, and their respective places of residence;

Fourth. The amount of capital stock which each special partner shall have contributed to the common stock;

Fifth. The period at which the partnership is to commence, and the period when it will terminate.

to be acknowl

(1571.) SEC. 5. Such certificate shall be acknowledged by the How certificate several persons signing the same, before some officer authorized by edged. law to take the acknowledgment of deeds, and such acknowledgment shall be made and certified in the manner provided by law for the acknowledgment of deeds for the conveyance of land. (1572.) SEC. 6. The certificate so acknowledged and certified Certificate to be shall be filed in the office of the county clerk of the county in ed. which the principal place of business of the partnership shall be situated, and shall be recorded at length by the clerk in a book to be kept by him; and such book shall be subject, at all reasonable hours, to the inspection of all persons.

filed and record

to be filed and

different coun

(1573.) SEC. 7. If the partnership shall have places of business when certificate situated in different counties, a transcript of such certificate and recorded in of the acknowledgment thereof, duly signed by the clerk in whose ties. office it shall have been filed, under his official seal, shall be filed and recorded in like manner in the office of the clerk of every such county, and the books containing such records shall be subject to inspection in the manner above directed.

filed with cer

(1574.) SEC. 8. At the time of filing the original certificate and Affidavit to be the acknowledgment thereof, as before directed, an affidavit of one tificate. or more of the general partners shall also be filed in the same office, stating that the amount in money, or other property at cash value, specified in the certificate to have been contributed by each of the special partners to the common stock, has been actually, and in good faith, contributed and applied to the same. (1575.) SEC. 9. No such partnership shall be deemed to have consequences of been formed, until such certificate, acknowledgment, and affidavit etc. shall have been filed as above directed; and if any false statement be made in such certificate or affidavit, all the persons interested in such partnership shall be liable for all the engagements thereof, as general partners.

false certificate,

(1576.) SEC. 10. The partners shall publish the terms of the Terms of partpartnership, when recorded, for at least six weeks immediately after published.

the recording thereof, in two newspapers to be designated by the

Affidavit of publication may be filed, etc.

Renewal, etc., of partnership.

Alteration in condition of partnership

deemed a dissolution.

Partnerships; how carried on.

clerk of the county in which such record shall be made, and to be published in a Senatorial district in which their business shall be carried on; and if such publication be not made, the partnership shall be deemed general.

(1577.) SEC. 11. Affidavits of the publication of such notices by the printers of the newspapers in which the same have been published, or some one in their employ knowing of such publication, may be filed with the clerk directing the same, and shall be evidence of the facts therein contained.

(1578.) SEC. 12. Upon the renewal or continuance of a limited partnership beyond the time originally agreed upon for its duration, a certificate shall be made, acknowledged, recorded, and published, in the like manner as is provided in this chapter for the formation of limited partnerships; and the affidavit of one or more of the general partners, as above provided, shail also be filed with the proper county clerk as aforesaid; and every such partnership, so continued, which shall not be renewed or contined in conformity with the provisions of this section, shall be deemed a general partnership.

(1579.) SEC. 13. Every alteration which shall be made in the names of the partners, the nature of the business, in the capital, or in the shares thereof, or in any other matter specified in the original certificate, except as hereinafter provided, shall be deemed a dissolution of such limited partnership; and every such partnership which shall in any way be carried on after such alteration shall have been made, shall be deemed a general partnership, unless renewed as a special partnership, according to the provisions of the last preceding section. '

(1580.) SEC. 14. The business of the partnership shall be carried on under a firm in which the name of one or more of the general partners only shall be inserted, with or without the addition of the words "and company," or any other general term; and if the Special partner. name of any special partner shall be used in said firm with his consent or privity, or if he shall personally make any contract respecting the concerns of the partnership, with any person except the general partners, he shall be deemed and treated as a general partner.

Capital stock

(1581.) SEC. 15. During the continuance of the partnership not to be with- under the provisions of this chapter, no part of the capital stock

drawn, etc.

1 As amended by Act 144 of the Laws of 1861, p. 223, approved and took effect March 13, 1861.

2 As amended by Act 3 of the Laws of 1867, p. 8, approved and took effect February 1, 1887.