(1)__The partner withdraws by express will, unless the withdrawal follows within 90 days after another partner's dissociation by death or otherwise under section 1061, subsections 6 to 10 or wrongful dissociation under this subsection;

(2)__The partner is expelled by judicial__determination under section 1061, subsection 5;

(3)__The partner is dissociated by becoming a debtor in bankruptcy; or

(4)__In the case of a partner who is not an individual, trust other than a business trust or estate, the partner is expelled or otherwise dissociated because the partner willfully dissolved or terminated.

3.__Liability for wrongful dissociation.__A partner who wrongfully dissociates is liable to the partnership and to the other partners for damages caused by the dissociation.__The liability is in addition to any other obligation of the partner to the partnership or to the other partners.

Comment

(This is Section 602 of the Uniform Partnership Act (1997).)

1. Subsection (a) states explicitly what is implicit in UPA Section 31(2) and RUPA Section 601(1) - that a partner has the power to dissociate at any time by expressing a will to withdraw, even in contravention of the partnership agreement. The phrase "rightfully or wrongfully" reflects the distinction between a partner's power to withdraw in contravention of the partnership agreement and a partner's right to do so. In this context, although a partner can not be enjoined from exercising the power to dissociate, the dissociation may be wrongful under subsection (b).

2. Subsection (b) provides that a partner's dissociation is wrongful only if it results from one of the enumerated events. The significance of a wrongful dissociation is that it may give rise to damages under subsection (c) and, if it results in the dissolution of the partnership, the wrongfully dissociating partner is not entitled to participate in winding up the business under Section 804.