(a) A partnerâs dissociation does not of itself discharge the partnerâs 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 subdivision (b). (b) Except for registered limited liability partnerships and foreign limited liability partnerships, a partner who dissociates is liable as a partner to the other party in a transaction entered into by the partnership, or a surviving partnership under Article 9 (commencing with Section 16901), within two years after the partnerâs dissociation, only if at the time of entering into the transaction all of the following apply to the other party: (1) The other party reasonably believed that the dissociated partner was then a partner. (2) The other party did not have notice of the partnerâs dissociation. (3) The other party is not deemed to have had knowledge under subdivision (e) of Section 16303 or notice under subdivision (c) of Section 16704. (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 partnerâs dissociation but without the partnerâs consent, agrees to a material alteration in the nature or time of payment of a partnership obligation.
‹ Prev All California sections Next ›
Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.