§ 31b-7-703

For two years after a member dissociates without the dissociation resulting in a dissolution and winding up of a limited liability company's business, the company, including a surviving company under article nine of this chapter, is bound by an act of the dissociated member which would have bound the company under section 3-301 before dissociation only if at the time of entering into the transaction the other party:(1) Reasonably believed that the dissociated member was then a member;(2) Did not have notice of the member's dissociation; and(3) Is not deemed to have had notice under section 7-704.