procedure for buyout of partnership under CA law transfer of debt liability to surviving partner

partnership: I own a store with another partner but there is no written agreement. Everything was decided verbally. After 2 years, the business is not doing well and we're not getting along and have decided that one of us will keep the business. At the moment, the business is not doing well. There is alot of debt that we owe. If either party keeps the business, the bills will not be paid right away. If i let my partner keep the business, how can i protect myself because I know the bills will not be paid right away. Can a legal agreement be written stating that the person who's keeping the business agrees to pay the debt and to what extent does it protect me? If the other party does not pay the bills, can the creditors come after me and my assets? The business is located in California. Thanks for the advise. - Is this your question? Add additional information
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Answers (1)

Bruce Givner

Bruce Givner

Contributor Level 5
You need to hire a competent business lawyer. It sounds like you have a general partnership. Therefore, you are separately and equally liable for the debts incurred in the name of the business. You can certainly enter into an agreement with your partner that - as between the two of you - your soon-to-be-ex-partner will be solely responsible for the debts. However, if one of the creditors sues, your agreement will not protect you from the creditor.
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