48-7A-703. Dissociated partner's liability to other persons.
228 words·~1 min read·
/sd/title-48/chapter-48-7/48-7a-703A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
(a)A partner's dissociation does not of itself discharge the partner's liability for a partnership obligation incurred before dissociation. A dissociated partner is not liable for a partnership obligation incurred after dissociation, except as otherwise provided in subsection (b).
(b)A partner who dissociates without resulting in a dissolution and winding up of the partnership business is liable as a partner to the other party in a transaction entered into by the partnership, or a surviving partnership under Article 9, within two years after the partner's dissociation, only if the partner is liable for the obligation under § 48 - 7A - 306 and at the time of entering into the transaction the other party:
(1)Reasonably believed that the dissociated partner was then a partner;
(2)Did not have notice of the partners dissociation; and
(3)Is not deemed to have had knowledge under subsection 48 - 7A - 303(e) or notice under subsection 48 - 7A - 704(c).
(c)By agreement with the partnership creditor and the partners continuing the business, a dissociated partner may be released from liability for a partnership obligation.
(d)A dissociated partner is released from liability for a partnership obligation if a partnership creditor, with notice of the partner's dissociation but without the partner's consent, agrees to a material alteration in the nature or time of payment of a partnership obligation.