Unfortunately, and moronically, I think the January Update is tied into your iTunes account, same as buying iTunes music or video.
You could try contacting Apple support, telling them you're selling the device, and asking if the January Update can be transfered.
However, I suspect whomever you sold it to will either have to, still moronically, buy it again under her own iTunes account, or you/she will have to consider Jailbreaking the iPod Touch and installing it that way.
(Apple, given their "interpretation" of SarbOx, really needs to switch iPod Touch to subscription based accounting like the iPhone and Apple TV, gives these updates for free, and flash them in along with the firmware.)
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