Ohio Revised Code
Chapter 1776 | Ohio Uniform Partnership Act
Section 1776.56 | Dissociated Partner's Liability to Other Persons.

Effective: August 6, 2008
Latest Legislation: House Bill 332 - 127th General Assembly
(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 division (B) of this section.
(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, or a surviving partnership under sections 1776.68 to 1776.79 of the Revised Code, within two years after the partner's dissociation, only if pursuant to section 1776.36 of the Revised Code the partner would have been liable for the obligation if the transaction had been entered into while the person was a partner and, at the time of entering into the transaction, all of the following were true:
(1) The other party reasonably believed that the dissociated partner was then a partner and reasonably relied on that belief in entering into the transaction.
(2) The other party did not have notice of the partner's dissociation.
(3) The other party is not deemed to have had knowledge under division (E) of section 1776.33 of the Revised Code or notice under division (C) of section 1776.57 of the Revised Code.
(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.

Structure Ohio Revised Code

Ohio Revised Code

Title 17 | Corporations-Partnerships

Chapter 1776 | Ohio Uniform Partnership Act

Section 1776.01 | Definitions.

Section 1776.02 | Knowledge or Notice.

Section 1776.03 | Effect of Partnership Agreement - Nonwaivable Provisions.

Section 1776.04 | Supplemental Principles of Law - Usury.

Section 1776.05 | Execution, Filing, and Recording of Statements.

Section 1776.06 | Governing Law.

Section 1776.07 | Agent for Service of Process.

Section 1776.08 | Service of Process by Delivery.

Section 1776.10 | Service of Process by Delivery.

Section 1776.11 | Failure to Execute Statement or Agreement.

Section 1776.12 | Correction of Inaccurate or Defective Statement.

Section 1776.21 | Partnership as Entity Distinct From Partners.

Section 1776.22 | Formation of Partnership.

Section 1776.23 | Partnership Property.

Section 1776.24 | Partner Contributions - Penalties for Failure to Contribute.

Section 1776.31 | Partner Agent of Partnership.

Section 1776.32 | Transfer of Partnership Property.

Section 1776.33 | Statement of Partnership Authority.

Section 1776.34 | Statement of Denial.

Section 1776.35 | Partnership Liable for Partner's Actionable Conduct.

Section 1776.36 | Partner's Liability.

Section 1776.37 | Actions by and Against Partnership and Partners.

Section 1776.38 | Liability of Purported Partner.

Section 1776.41 | Partner's Rights and Duties.

Section 1776.42 | Distributions in Kind.

Section 1776.43 | Partner's Rights and Duties Respecting Information.

Section 1776.44 | General Standards of Partner's Conduct.

Section 1776.45 | Actions by Partnership and Partners.

Section 1776.46 | Continuation of Partnership Beyond Definite Term or Particular Undertaking.

Section 1776.47 | Partner Not Co-Owner of Partnership Property.

Section 1776.48 | Partner's Transferable Interest in Property.

Section 1776.49 | Transfer of Partner's Transferable Interest.

Section 1776.50 | Partner's Transferable Interest Subject to Charging Order.

Section 1776.51 | Events Causing Partner's Dissociation.

Section 1776.52 | Partner's Power to Dissociate - Wrongful Dissociation.

Section 1776.53 | Effect of Partner's Dissociation.

Section 1776.54 | Purchase of Dissociated Partner's Interest.

Section 1776.55 | Dissociated Partner's Power to Bind and Liability to Partnership.

Section 1776.56 | Dissociated Partner's Liability to Other Persons.

Section 1776.57 | Statement of Dissociation.

Section 1776.58 | Continued Use of Partnership Name.

Section 1776.61 | Events Causing Dissolution and Winding Up of Partnership Business.

Section 1776.62 | Partnership Continues After Dissolution.

Section 1776.63 | Right to Wind Up Partnership Business.

Section 1776.64 | Partner's Power to Bind Partnership After Dissolution.

Section 1776.65 | Statement of Dissolution.

Section 1776.66 | Partner's Liability to Other Partners After Dissolution.

Section 1776.67 | Settlement of Accounts and Contributions Among Partners.

Section 1776.68 | Merger or Consolidation of Partnerships Into Domestic Partnership.

Section 1776.69 | Merger or Consolidation of Partnerships Into Another Entity.

Section 1776.70 | Certificate of Merger or Consolidation.

Section 1776.71 | Effect of Merger or Consolidation.

Section 1776.72 | Conversion of Another Entity Into Domestic Partnership.

Section 1776.73 | Conversion of Domestic Partnership Into Another Entity.

Section 1776.74 | Certificate of Conversion - Effective Date.

Section 1776.75 | Effect of Conversion - Action to Set Aside.

Section 1776.76 | Relief for Dissenting Partner.

Section 1776.77 | Dissenting Partner's Demand for Fair Cash Value of Interests.

Section 1776.78 | Dissenting Partner's Complaint.

Section 1776.79 | Judgment Creditors.

Section 1776.81 | Conversion to Limited Liability Partnership.

Section 1776.82 | Name of Limited Liability Partnership.

Section 1776.83 | Filing of Biennial Report.

Section 1776.84 | Distribution to Partner Where Partnership Insolvent.

Section 1776.85 | Foreign Limited Liability Partnership - Governing Law.

Section 1776.86 | Statement of Foreign Qualification.

Section 1776.87 | Action by Foreign Limited Liability Partnership.

Section 1776.88 | What Constitutes Transacting Business.

Section 1776.89 | Action to Restrain Foreign Limited Liability Partnership.

Section 1776.91 | Construction of Chapter.

Section 1776.92 | Short Title.

Section 1776.95 | Application of Chapter to Partnerships.

Section 1776.96 | Application of Chapter to Proceedings.