(a) Power to dissociate.--A person has the power to dissociate as a partner at any time, rightfully or wrongfully, by withdrawing as a partner by express will under section 8461(1) (relating to events causing dissociation).
(b) Wrongful dissociation.--A person's dissociation as a partner is wrongful only if the dissociation:
(1) is in breach of an express provision of the partnership agreement; or
(2) in the case of a partnership for a definite term or particular undertaking, occurs before the expiration of the term or the completion of the undertaking and:
(i) the person withdraws as a partner by express will, unless the withdrawal follows within 90 days after another person's dissociation by death or otherwise under section 8461(6), (7), (8), (9) or (10) or wrongful dissociation under this subsection;
(ii) the person is expelled as a partner by judicial order under section 8461(5);
(iii) the person is dissociated under section 8461(6); or
(iv) in the case of a person that is not a trust other than a business or statutory trust, an estate or an individual, the person is expelled or otherwise dissociated because it willfully dissolved or terminated.
(c) Damages for wrongful dissociation.--A person that wrongfully dissociates as a partner is liable to the partnership and to the other partners for damages caused by the dissociation. The liability is in addition to any debt, obligation or other liability of the partner to the partnership or the other partners.
(d) Cross reference.--See section 8415(c)(14) (relating to contents of partnership agreement).
Cross References. Section 8462 is referred to in sections 8415, 8471, 8481 of this title.
Structure Pennsylvania Consolidated & Unconsolidated Statutes
Pennsylvania Consolidated & Unconsolidated Statutes
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 84 - General Partnerships
Section 8411 - Short title and application of chapter
Section 8413 - Knowledge and notice
Section 8415 - Contents of partnership agreement
Section 8416 - Application of partnership agreement
Section 8417 - Amendment and effect of partnership agreement
Section 8418 - Signing of filed documents
Section 8421 - Partnership as entity
Section 8422 - Formation of partnership
Section 8423 - Partnership property
Section 8424 - When property is partnership property
Section 8431 - Partner agent of partnership
Section 8432 - Transfer of partnership property
Section 8433 - Certificate of partnership authority
Section 8434 - Certificate of denial
Section 8435 - Partnership liable for partner's actionable conduct
Section 8436 - Partner's liability
Section 8437 - Actions by and against partnership and partners
Section 8438 - Liability of purported partner
Section 8441 - Partner's rights and duties
Section 8442 - Becoming a partner
Section 8443 - Form of contribution
Section 8444 - Liability for contribution
Section 8445 - Sharing of and right to distribution before dissolution
Section 8446 - Rights to information
Section 8447 - Standards of conduct for partners
Section 8448 - Actions by partnership and partners
Section 8449 - Continuation of partnership beyond definite term or particular undertaking
Section 8451 - Partner not co-owner of partnership property
Section 8452 - Nature of transferable interest
Section 8453 - Transfer of transferable interest
Section 8455 - Power of personal representative of deceased partner
Section 8461 - Events causing dissociation
Section 8462 - Power to dissociate as partner and wrongful dissociation
Section 8463 - Effects of dissociation
Section 8471 - Purchase of interest of person dissociated as partner
Section 8472 - Power to bind and liability of person dissociated as partner
Section 8473 - Liability of person dissociated as partner to other persons
Section 8474 - Certificate of dissociation
Section 8475 - Continued use of partnership name
Section 8481 - Events causing dissolution
Section 8482 - Winding up and filing of certificates
Section 8484 - Power to bind partnership after dissolution
Section 8485 - Liability after dissolution
Section 8486 - Disposition of assets in winding up and required contributions