50-73.114 - Dissociated partner's liability to other persons. - Virginia Statutes

§ 50-73.114. Dissociated partner's liability to other persons.

A. A partner's dissociation does not of itself discharge the partner'sliability for a partnership obligation incurred before dissociation. Adissociated partner is not liable for a partnership obligation incurred afterdissociation, except as otherwise provided in subsection B.

B. A partner who dissociates without resulting in a dissolution and windingup of the partnership business is liable as a partner to the other party in atransaction entered into by the partnership, or a surviving partnership underArticle 9, within one year after the partner's dissociation, only if theobligation is one for which he would be liable under § 50-73.96 if he were apartner 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 partner's dissociation; and

3. Is not deemed to have had knowledge under subsection E of § 50-73.93 ornotice under subsection C of § 50-73.115.

C. By agreement with the partnership creditor and the partners continuing thebusiness, a dissociated partner may be released from liability for apartnership obligation.

D. A dissociated partner is released from liability for a partnershipobligation if a partnership creditor, with notice of the partner'sdissociation but without the partner's consent, agrees to a materialalteration in the nature or time of payment of a partnership obligation.

(1996, c. 292.)