(a) If a general partner having knowledge of the dissolution causes a limited partnership to incur an obligation under Section 10A-9A-8.04(a) by an act that is not appropriate for winding up the partnership's activities and affairs, the general partner is liable:
(1) to the limited partnership for any damage caused to the limited partnership arising from the obligation; and
(2) if another general partner or a person dissociated as a general partner is liable for the obligation, to that other general partner or person for any damage caused to that other general partner or person arising from the liability.
(b) If a person dissociated as a general partner causes a limited partnership to incur an obligation under Section 10A-9A-8.04(b), the person is liable:
(1) to the limited partnership for any damage caused to the limited partnership arising from the obligation; and
(2) if a general partner or another person dissociated as a general partner is liable for the obligation, to the general partner or other person for any damage caused to the general partner or other person arising from the liability.
Structure Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 9A - Alabama Limited Partnership Law.
Article 8 - Dissolution and Winding Up.
Section 10A-9A-8.01 - Events of Dissolution.
Section 10A-9A-8.02 - Effect of Dissolution.
Section 10A-9A-8.03 - Right to Wind Up Activities and Affairs.
Section 10A-9A-8.06 - Known Claims Against Dissolved Limited Partnership.
Section 10A-9A-8.07 - Other Claims Against Dissolved Limited Partnership.
Section 10A-9A-8.09 - Disposition of Assets, When Contributions Required.
Section 10A-9A-8.10 - Reinstatement After Dissolution.
Section 10A-9A-8.11 - Certificate of Reinstatement.
Section 10A-9A-8.12 - Limited Partnership Name Upon Reinstatement.