§ 17-21-703 — Dissociated partner's liability to other persons

Wyoming § 17-21-703

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 21: UNIFORM PARTNERSHIP ACT
• Art. 7: PARTNER'S DISSOCIATION WHEN BUSINESS NOT WOUND UP

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(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
provided in subsection (b) of this section.
(b) A partner who dissociates without resulting in a
dissolution and winding up of the partnership business is
personally liable as a partner to the other party on account of
a partnership obligation incurred in connection with a
transaction entered into by the partnership or a surviving
partnership under article 9 of this chapter, within two (2)
years after the partner's dissociation, only if:
(i) The other party to the transaction:
(A) Reasonably believes when entering the
transaction that the dissociated partner is a partner at that
time;
(B) Does not have notice of the partner's
dissociation; and
(C) Is not deemed to have notice under W.S.
17-21-303(e) or 17-21-704; and
(ii) The obligation is one on account of which the
partner would be personally liable under W.S. 17-21-306 if the
partner had not dissociated.
(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.