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Category: Business Law
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My wife and I owned, then sold a retail business, We leased

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My wife and I owned, then sold a retail business, We leased space in a strip mall. We lost a great deal of money in the year we owned it, and now the new owners have closed, and the owners are to take us, and the people we signed an assuption with, to court for losses, and future loses on lease. When we sold the buiness the new owners signed, and the owners approved a lease assumption. We have always been an LLC. The questions is, how far reaching are lease owners. Thanks Bob Shaw
Submitted: 7 years ago.
Category: Business Law
Expert:  INFOLAWYER replied 7 years ago.
I do not see legal basis here for their claim. First if the contract was with the LLC I do not see your personal liability. Second, I do not see basis for pursuit of the LLC for the losses.
Customer: replied 7 years ago.
The Lease owners claim, as my wife and I signed our mname only, but all of our other business retated contracts were listed as our LLC, that she and I are liable not the LLC.
Expert:  INFOLAWYER replied 7 years ago.
The contract should identify the sellers. If the owners were the LLC, then only the LLC could transfer and sell, and the claim could only be against the LLC. Moreover, I do not see a subtantive claim aside from the wrong party issue so 2 strong defenses. Have a lawyer move to dismiss on both grounds.
Customer: replied 7 years ago.

Maybe last question. So that I can understand, 1. even though the lease assumption fbetween the people we bought from and approved by the property owner, does not indicate by name our LLC, but all other contracts (ie: Electric, phone, payroll etc) does, and 2. there is a signed lease assumption from the new business owners and approved by the property owners these are the two defenses, in your mind?

Expert:  INFOLAWYER replied 7 years ago.
The parties to the contract are the ones that can be sued independent of other contracts but if the party that transferred is the LLC in that the individuals could not transfer it since didnt have legal right to it, the LLC is liable.
The defenses in my mind: No substantive liability for failure to state a claim and wrong party.
Customer: replied 7 years ago.

Last one, what did you mean " no substantive liability for failure to state a claim ansd wrong party"

Expert:  INFOLAWYER replied 7 years ago.
I mean I do not see how they can hold anyone liable for losses unless there was a guarantee if income in writing.
By wrong party I mean they should sue the LLC if that is the party that had title and transferred it to them.
Customer: replied 7 years ago.
the guarantee of income (lease/cams) is in the lease.. but as there was an assumption approved does that not transfer to the new new business owners that signed the assumption and the mall lease owners approved?
Expert:  INFOLAWYER replied 7 years ago.
That is correct.
INFOLAWYER and 6 other Business Law Specialists are ready to help you
Customer: replied 7 years ago.
Thanks, XXXXX XXXXX been very helpful
Expert:  INFOLAWYER replied 7 years ago.
Customer: replied 7 years ago.
Got a message that you had more info for me, but can't find out where??
Expert:  INFOLAWYER replied 7 years ago.
I was just saying "anytime" to your thank you and used an information request rather than answer so you dont accidentally pay again.