§425-135  Dissociated partner's liability to
other persons.  (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 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 within two years after the partner's dissociation, only if the
partner is liable for the obligation under section 425-117 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's
dissociation; and



(3)  Is not deemed to have had knowledge under section
425-114(b) or notice under section 425-136(c).



(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. [L 1999, c 284, pt of §1]