Alabama § 10A-9A-6.06 Power to Bind and Liability to Limited Partnership Before Dissolution of Partnership of Person Dissociated as General Partner

Alabama Statutes

§ 10A-9A-6.06 — Power to Bind and Liability to Limited Partnership Before Dissolution of Partnership of Person Dissociated as General Partner

Alabama § 10A-9A-6.06

Title 10AAlabama Business and Nonprofit Entities Code

Ch. 9AAlabama Limited Partnership Law

Art. 6Dissociation

This text of Alabama § 10A-9A-6.06 (Power to Bind and Liability to Limited Partnership Before Dissolution of Partnership of Person Dissociated as General Partner) is published on Counsel Stack Legal Research, covering Alabama primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Ala. Code § 10A-9A-6.06 (2026).

Text

(a)After a person is dissociated as a general partner and before the limited partnership is dissolved, converted under Article 10 of this chapter or under Article 8 of Chapter 1, or merged out of existence under Article 10 of this chapter or Article 8 of Chapter 1, the limited partnership is bound by an act of the person only if:

(1)the act would have bound the limited partnership under Section 10A-9A-4.02 before the dissociation; and

(2)at the time the other party enters into the transaction the other party does not have notice of the dissociation and reasonably believes that the person is a general partner.

(b)If a limited partnership is bound under subsection (a), the person dissociated as a general partner which caused the limited partnership to be bound is liable:

(1)to the limit

Free access — add to your briefcase to read the full text and ask questions with AI

(a) After a person is dissociated as a general partner and before the limited partnership is dissolved, converted under Article 10 of this chapter or under Article 8 of Chapter 1, or merged out of existence under Article 10 of this chapter or Article 8 of Chapter 1, the limited partnership is bound by an act of the person only if:
(1) the act would have bound the limited partnership under Section 10A-9A-4.02 before the dissociation; and
(2) at the time the other party enters into the transaction the other party does not have notice of the dissociation and reasonably believes that the person is a general partner.
(b) If a limited partnership is bound under subsection (a), the person dissociated as a general partner which caused the limited partnership to be bound is liable:
(1) to the limited partnership for any damage caused to the limited partnership arising from the obligation incurred under subsection (a); and
(2) if a general partner or another person dissociated as a general partner is liable for the obligation, to the general partner or other person for any damage caused to the general partner or other person arising from the liability.