§425-144  Settlement of accounts andcontributions among partners.  (a)  In winding up a partnership's business,the assets of the partnership, including the contributions of the partnersrequired by this section, shall be applied to discharge its obligations tocreditors, including, to the extent permitted by law, partners who arecreditors.  Any surplus shall be applied to pay in cash the net amountdistributable to partners in accordance with their right to distributions undersubsection (b).

(b)  Each partner is entitled to a settlementof all partnership accounts upon winding up the partnership business.  Insettling accounts among the partners, profits and losses that result from theliquidation of the partnership assets must be credited and charged to thepartners' accounts.  The partnership shall make a distribution to a partner inan amount equal to any excess of the credits over the charges in the partner'saccount.  A partner shall contribute to the partnership an amount equal to anyexcess of the charges over the credits in the partner's account but excludingfrom the calculation charges attributable to an obligation for which thepartner is not personally liable under section 425-117.

(c)  If a partner fails to contribute the fullamount required under subsection (b), all of the other partners shallcontribute, in the proportions in which those partners share partnershiplosses, the additional amount necessary to satisfy the partnership obligationsfor which they are personally liable under section 425-117.  A partner orpartner's legal representative may recover from the other partners anycontributions the partner makes to the extent the amount contributed exceedsthat partner's share of the partnership obligations for which the partner is personallyliable under section 425-117.

(d)  After the settlement of accounts, eachpartner shall contribute, in the proportion in which the partner sharespartnership losses, the amount necessary to satisfy partnership obligationsthat were not known at the time of the settlement and for which the partner ispersonally liable under section 425-117.

(e)  The estate of a deceased partner is liablefor the partner's obligation to contribute to the partnership.

(f)  An assignee for the benefit of creditorsof a partnership or a partner, or a person appointed by a court to representcreditors of a partnership or a partner, may enforce a partner's obligation tocontribute to the partnership. [L 1999, c 284, pt of §1]