§425-139  Partnership continues after
dissolution.  (a)  Subject to subsection (b), a partnership continues after
dissolution only for the purpose of winding up its business.  The partnership
is terminated when the winding up of its business is completed.



(b)  At any time after the dissolution of a
partnership and before the winding up of its business is completed, all of the
partners, including any dissociating partner other than a wrongfully
dissociating partner, may waive the right to have the partnership's business
wound up and the partnership terminated. In that event:



(1)  The partnership resumes carrying on its business
as if dissolution had never occurred, and any liability incurred by the
partnership or a partner after the dissolution and before the waiver is
determined as if dissolution had never occurred; and



(2)  The rights of a third party accruing under
section 425-141(1) or arising out of conduct in reliance on the dissolution
before the third party knew or received a notification of the waiver may not be
adversely affected. [L 1999, c 284, pt of §1]