(a) For two years after a partner dissociates without resulting in a dissolution and winding up of the partnership business, the partnership is bound by an act of the dissociated partner which would have bound the partnership under § 425-112 before dissociation only if at the time of entering into the transaction the other party:

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Terms Used In Hawaii Revised Statutes 425-134

  • Business: includes every trade, occupation, and profession. See Hawaii Revised Statutes 425-101
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Partnership: means an association of two or more persons to carry on as co-owners a business for profit formed under § 425-109, a predecessor law, or comparable law of another jurisdiction. See Hawaii Revised Statutes 425-101
(1) Reasonably believed that the dissociated partner was then a partner;
(2) Did not have notice of the partner’s dissociation; and
(3) Is not deemed to have had knowledge under section 425-114(b) or notice under section 425-136(c).
(b) A dissociated partner is liable to the partnership for any damage caused to the partnership arising from an obligation incurred by the dissociated partner after dissociation for which the partnership is liable under subsection (a).

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