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Tenn. Code Ann. § 61-3-606

Power to bind and liability of person dissociated as general partner

Known as the Tennessee Uniform Limited Partnership Act

The act spans §§ 61-2-1001 to 61-3-906 (205 sections).

Acts 2017, ch. 440, § 1.

(1) After a person is dissociated as a general partner and before the limited partnership is merged out of existence or converted under part 11 of this chapter, or dissolved, the partnership is bound by an act of the person only if: The act would have bound the partnership under § 61-3-402 before the dissociation; and

(2) At the time the other party enters into the transaction: Less than one (1) year has passed since the dissociation; and

(3) The other party does not know or have notice of the dissociation and reasonably believes that the person is a general partner.

(4) If a limited partnership is bound under subsection (a), the person dissociated as a general partner that caused the partnership to be bound is liable: To the partnership for any damage caused to the partnership arising from the obligation incurred under subsection (a); and

(5) 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.

Current official text: Tennessee Code (LexisNexis). Digitized from the UniCourt Code Improvement Commission public-domain capture. Reproduced from public-domain Tennessee statutes; confirm against the official source for the current text. Not legal advice.