2015 Utah Code
Title 48 - Unincorporated Business Entity Act
Chapter 1d - Utah Uniform Partnership Act
Part 8 - Partner's Dissociation When Business Not Wound Up
Section 803 - Liability of person dissociated as partner to other persons.

48-1d-803. Liability of person dissociated as partner to other persons.

• (1) A person's dissociation as a partner does not of itself discharge the person's liability as a partner for a debt, obligation, or other liability of the partnership incurred before dissociation. Except as otherwise provided in Subsection (2), the person is not liable for a partnership obligation incurred after dissociation.

• (2) A person that has dissociated as a partner without the dissociation resulting in a dissolution and winding up of the partnership's activities and affairs is liable on a transaction entered into by the partnership after the dissociation only if:
  • (a) a partner would be liable on the transaction; and
  • (b) at the time the other party enters into the transaction:
    • (i) less than two years has passed since the dissociation; and
    • (ii) the other party does not have knowledge or notice of the dissociation and reasonably believes that the person is a partner.

• (3) By agreement with a creditor of a partnership and the partnership, a person dissociated as a partner may be released from liability for an obligation of the partnership.

• (4) A person dissociated as a partner is released from liability for an obligation of the partnership if the partnership's creditor, with knowledge or notice of the person's dissociation but without the person's consent, agrees to a material alteration in the nature or time of payment of the obligation.

Enacted by Chapter 412, 2013 General Session