48-1d-603. Transfer of transferable interest.
(1) A transfer, in whole or in part, of a transferable interest: is permissible; does not by itself cause a person's dissociation or a dissolution and winding up of the partnership's activities and affairs; and subject to Section, does not entitle the transferee to: 48-1d-605 participate in the management or conduct of the partnership's activities and affairs; or except as otherwise provided in Subsection, have access to records or other information concerning the partnership's activities and affairs. (3)
(2) A transferee has the right to: receive, in accordance with the transfer, distributions to which the transferor would otherwise be entitled; and seek under Subsectiona judicial determination that it is equitable to wind up the partnership's activities and affairs. 48-1d-901(5)
(3) In a dissolution and winding up of a partnership, a transferee is entitled to an account of the partnership's transactions only from the date of the last account agreed to by the partners.
(4) A partnership need not give effect to a transferee's rights under this section until the partnership knows or has notice of the transfer.
(5) A transfer of a transferable interest in violation of a restriction on transfer contained in the partnership agreement is ineffective as to a person having knowledge or notice of the restriction at the time of transfer.
(6) Except as otherwise provided in Subsection, if a partner transfers a transferable interest, the transferor retains the rights of a partner other than the transferable interest transferred and retains all duties and obligations of a partner. 48-1d-701(4)(b)
(7) If a partner transfers a transferable interest to a person that becomes a partner with respect to the transferred interest, the transferee is liable for the transferor's obligations under Sectionsandknown to the transferee when the transferee becomes a partner. 48-1d-502 48-1d-505