Citizens Bank of Massachusetts v. Parham-Woodman Medical Associates

MEMORANDUM OPINION

PAYNE, District Judge.

This case of first impression presents the need to decide when a partnership’s obligation on a debt “arose” for purposes of holding incoming partners personally liable on that debt. See Va.Code § 50-17 (codifying Uniform Partnership Act (“the Act”) § 17). The parties stipulated most of the facts and presented evidence on those not stipulated. The issues have been fully briefed and argued.

BACKGROUND

The predecessor of Citizens Bank of Massachusetts and Parham-Woodman Medical Associates, a Virginia general partnership, entered a Construction Loan Agreement…