KRS 362.2-804: Power of general partner and person dissociated as general partner to

bind partnership after dissolution.

(1) A limited partnership is bound by a general partner's act after dissolution which:

(a) Is appropriate for winding up the limited partnership's activities; or

(b) Would have bound the limited partnership under KRS 362.2 -402 before

dissolution if, at the time the other party enters into the transaction, the other

party does not have notice of the dissolution.

(2) A person dissociated as a gener al partner binds a limited partnership through an act

occurring after dissolution if:

(a) At the time the other party enters into the transaction:

1. Less than two (2) years has passed since the dissociation; and

2. The other party does not have notice of the dissociation and reasonably

believes that the person is a general partner; and

(b) The act:

1. Is appropriate for winding up the limited partnership's activities; or

2. Would have bound the limited partnership under KRS 362.2 -402 before

dissolution and, at the time the other party enters into the transaction, the

other party does not have notice of the dissolution.