§ 66. Power of partner to bind partnership to third persons after
dissolution. (1) After dissolution a partner can bind the partnership
except as provided in subdivision three

(a) By any act appropriate for winding up partnership affairs or
completing transactions unfinished at dissolution;

(b) By any transaction which would bind the partnership if dissolution
had not taken place, provided the other party to the transaction

(I) Had extended credit to the partnership prior to dissolution and
had no knowledge or notice of the dissolution; or

(II) Though he had not so extended credit, had nevertheless known of
the partnership prior to the dissolution, and, having no knowledge or
notice of dissolution, the fact of dissolution had not been advertised
in a newspaper of general circulation in the place (or in each place if
more than one) at which the partnership business was regularly carried
on.

2. The liability of a partner under subdivision one, paragraph (b),
shall be satisfied out of partnership assets alone when such partner had
been prior to dissolution

(a) Unknown as a partner to the person with whom the contract is made;
and

(b) So far unknown and inactive in partnership affairs that the
business reputation of the partnership could not be said to have been in
any degree due to his connection with it.

3. The partnership is in no case bound by any act of a partner after
dissolution

(a) Where the partnership is dissolved because it is unlawful to carry
on the business, unless the act is appropriate for winding up partnerhip
affairs; or

(b) Where the partner has become bankrupt; or

(c) Where the partner has no authority to wind up partnership affairs,
except by a transaction with one who

(I) Had extended credit to the partnership prior to dissolution and
had no knowledge or notice of his want of authority; or

(II) Had not extended credit to the partnership prior to dissolution,
and, having no knowledge or notice of his want of authority, the fact of
his want of authority has not been advertised in the manner provided for
advertising the fact of dissolution in subdivision one, paragraph (b),
clause (II).

4. Nothing in this section shall affect the liability under section
twenty-seven of any person who after dissolution represents himself or
consents to another representing him as a partner in a partnership
engaged in carrying on business.