§425-128  Transfer of partner's transferableinterest.  (a)  A transfer, in whole or in part, of a partner'stransferable interest in the partnership:

(1)  Is permissible;

(2)  Does not by itself cause the partner'sdissociation or a dissolution and winding up of the partnership business; and

(3)  Does not, as against the other partners or thepartnership, entitle the transferee, during the continuance of the partnership,to participate in the management or conduct of the partnership business, torequire access to information concerning partnership transactions, or toinspect or copy the partnership books or records.

(b)  A transferee of a partner's transferableinterest in the partnership has a right:

(1)  To receive, in accordance with the transfer, distributionsto which the transferor would otherwise be entitled;

(2)  To receive upon the dissolution and winding up ofthe partnership business, in accordance with the transfer, the net amountotherwise distributable to the transferor; and

(3)  To seek under section 425-138 a judicialdetermination that it is equitable to wind up the partnership business.

(c)  In a dissolution and winding up, atransferee is entitled to an account of partnership transactions only from thedate of the latest account agreed to by all of the partners.

(d)  Upon transfer, the transferor retains therights and duties of a partner other than the interest in distributionstransferred.

(e)  A partnership need not give effect to atransferee's rights under this section until it has notice of the transfer.

(f)  A transfer of a partner's transferableinterest in the partnership in violation of a restriction on transfer containedin the partnership agreement is ineffective as to a person having notice of therestriction at the time of transfer. [L 1999, c 284, pt of §1]