Ohio § 1776.67

§ 1776.67.

(A) In winding up a partnership's business, any assets of the partnership, including

the contributions this section requires the partners to make, shall be applied to

discharge or make reasonable provision for its obligations to creditors, including,

to the extent permitted by law, partners who are creditors.  Any surplus shall be applied to pay in cash the net amount distributable to partners

in accordance with their right to distributions under division (B) of this section. (B) Each partner is entitled to a settlement of all partnership accounts upon winding

up the partnership business.  In settling accounts among the partners, profits and losses that result from the

liquidation of the partnership assets shall be credited and charged to the partners'

accounts.  The partnership shall make a distribution to a partner in an amount equal to any

excess of the credits over the charges in the partner's account. (C) A partner shall contribute to the partnership an amount equal to any excess of the

charges over the credits in the partner's account but excluding from the calculation

charges attributable to an obligation for which the partner is not personally liable

under section 1776.36 of the Revised Code . (D) If a partner fails to contribute the full amount required under division (C) of this

section, all of the other partners shall contribute, in the proportions in which those

partners share partnership losses, the additional amount necessary to satisfy the

partnership obligations for which they are personally liable under section 1776.36 of the Revised Code . (E) The estate of a deceased partner is liable for the partner's obligation to contribute

to the partnership. (F) A partner or partner's legal representative may recover from the other partners any

contributions the partner has made to the extent the amount contributed exceeds that

partner's share of the partnership obligations for which the partner is personally

liable under section 1776.36 of the Revised Code . (G) After the settlement of accounts, each partner shall contribute, in the proportion

in which the partner shares partnership losses, the amount necessary to satisfy, or

make reasonable provision for, partnership obligations that were not known at the

time of the settlement and for which the partner is personally liable under section 1776.36 of the Revised Code . (H) An assignee for the benefit of creditors of a partnership or a partner, or a person

a court appoints to represent creditors of a partnership or a partner, may enforce

a partner's obligation to contribute to the partnership.