                                 CODE OF VIRGINIA

DISSOCIATED PARTNER&#8217;S LIABILITY TO OTHER PERSONS (§ 50-73.114)

A. A partner&#8217;s dissociation does not of itself discharge the
partner&#8217;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 one year after the partner&#8217;s dissociation, only if the
obligation is one for which he would be liable under § 50-73.96 if he were a
partner 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&#8217;s dissociation; and

   3. Is not deemed to have had knowledge under subsection E of &#xA7; 50-73.93
   or notice under subsection C of &#xA7; 50-73.115.

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&#8217;s dissociation but
without the partner&#8217;s consent, agrees to a material alteration in the
nature or time of payment of a partnership obligation.

HISTORY: 1996, c. 292.