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lwpat, Attorney
Category: Business Law
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Experience:  Attorney with over 35 years of business experience.
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If you were to purchase a business and (1) never have the client

Customer Question

If you were to purchase a business and (1) never have the client contracts released to you. so your running on no information,and their dropping off (canceling service on contract mind you) (2) the party which sold you the business goes and get another license and starts taking back all of their prior accounts with you not knowing and with no information available to you to even speak with these clients. At the same time charging you for the purchase of there business knowing that their taking the accounts which you make your income to make your payment in turn then it makes it impossible to make those payments

please help
Submitted: 2 years ago.
Category: Business Law
Expert:  FiveStarLaw replied 2 years ago.
Welcome!


Welcome to JustAnswer and thank you for the opportunity to provide you with information..


This depends - can you please tell me more about the matter?
Did your purchase contract include the client contracts?
Did your purchase contract contain a nonsolicitation or noncompete clause?
What does your contract state that you have purchased?

Thanks!
Customer: replied 2 years ago.
IT IS IMPORTANT IT UNDERSTAND THE TIMELINE INVOLVED IN THIS ISSUE, + I HAVE WORKED WITH THE SELLER FOR APPROX. 4 YEARS . FROM THE TO 8/31/11 SIGNED CONTRACTS AT THE CITY OF LAS VEGAS EMPLOYEE ASSOC. ( THE SELLERS HUSBAND WORKS FOR THE CITY-AND HAS THE CITY'S ATTORNEY REPRESENT HIM AND HER)THESE PAPERS WERE DRAWN UP BY THEIR ATTORNEY IT'S A 4 PART NO FRILL CONTRACT SECTION (1)SELLER & BUYER INFO (2)AGREEMENT:" The property being sold is a business that has been operate by seller, known as Nevada Water Conditioning(hereafter'PROPERTY")The property includes, but is not limited to all water conditioning units, any and all other equipment, inventory, parts,outstanding accounts, leases and all papers and documents associated with the business. The property is sold as is with no representations, guarantees or warranties having been made and any oral statements to the contrary shall have no legal effect. (3) financial agreement which at this time they are threatening me with court action because the agreement states that hey will forfeit if i default which they signed to an now want amended.
.. I WENT WITH HER TO LICENSING BOARD ON 9/14/11. SHE THEN SIGNED OVER THE COMPANY TO ME.THE CONTRACT WHICH WE SIGNED. TWO WEEKS LATER MADE MY FIRST PAYMENT OUTSTANDING WASN'T QUITE ACCURATE SERIOUSLY DELINQUENT WAS BETTER. AT THIS TIME THEY WERE ROUND UP NEW INSTALL LIKE IN A FURY WHICH CAME TO A HEAD WHEN I SAID STOP, THAT I NEEDED A SETTLING IN PERIOD, I COULD'NT AFFORD NO WANT TO DO ANY OF THE INSTALLS THEY HAD PLANNED RIGHT NOW I FELT IT WAS TO MUCH ( THEY WERE POUNDING TO STREET FOR BUSINESS HARDER THEN I'D SEEN EVER) SHE BECAME VERY UPSET AND DEMANDED THEE COMPANY BACK REFUSING IT HAS BE COME VERY COLD EVEN THREATENING .IVE ASKED MANY TIME IN EMAIL AND IN PERSON FOR THE CONTRACT. WHICH TO DATE HAS NOW COST ME EQUIPMENT AND LEASE AGREEMENT ACCOUNT LOSSES ( EITHER I DIDN'T KNOW THE CONTRACT HA D LAPSED OR THEIR CALLING AND CANCELING THEIR SERVICE. WITHOUT CONTRACTS I CANT EVEN GET REINBURSTED FOR THERE CONTRACT OBLIGATIONS .)iVE RECEIVED MANY PHONE CALLS FROM PLACES OF BUSINESS THAT WOULD LIKE ME TO SERVICE THEIR EQUIPMENT AND THEY SAY THEIR UNDER CONTRACT WITH MY COMPANY. WHICH IN ALL RESPECTS MY COMPANY NAME MY CONTRACTS MY PHONE NUMBER. JUST ONE MAJOR ISSUE FORMER OWNER USING MY COMPANY TO REPRESENT THEM TO GET CONTRACT THEN HAVING THEM UNKNOWINGLY RESIGN ON OF THEIR CONTRACT AT A LATER TIME BECAUSE THEY JUST GOT A NEW LIC. WITH BASICALLY MY NAME MINUS THE CONITTIONING LAST MONDAY 11/28/11 ( ONE MONTH 24 DAYS SINCE I GOT MINE)NOW SHE TOLD ME SHE WASNT GOING TO GIVE ME ANY CONTRACT ON ADVISE OF HER ATTORNEY UNTIL I MADE MY MONTHLY PAYMENT. I CANT CONTINUE BUSINESS WITHOUT THESE CONTRACT THAT IS WHAT I BOUGHT NOW TAKING HUGE LOSSES BECAUSE I DONT HAVING THEM AND THERE STARTING TO TAKE CLAIM OF THEIR OLD CLIENTS BEHIND MY BACK AND WITHOUT THESE CONTRACT IN CANT EVEN GET THE OBLIGATED AMOUNT BACK FROM THESE CLIENTS I GOT TO GO TO WORK I'LL LET YOU "CHEW "ON THIS BEAUTIFUL THING
Expert:  FiveStarLaw replied 2 years ago.
Thank you for your response. I am going to opt out without charge to you so that an expert more experienced in this area can assist you
Customer: replied 2 years ago.
I'M NOT HAVE A MEETING ON WEDNESDAY WHICH I FEEL NOW I SHOULDNT HAVE I FEEL THIS CASES HAS ALL OF THESE FACTORY :
ANTICIPATORY BREACH
MATERIAL BREACH A LITTLE OF BOTH
BAD FAITH
CLEAN HANDS DOCTRINE
AND BUT NOT LEAST FRAUD IN THE INDUCEMENT

PLEASE HELP IM ON MY OWN WITHOUT AN ATTORNEY AGAINST ONE THAT DOES HAVE AN ATTORNEY
Expert:  FiveStarLaw replied 2 years ago.
Another attorney will be with you shortly. Please do not respond as it directs the question back to me
Expert:  lwpat replied 2 years ago.
The other expert asked me to respond. The problem is that there is little or nothing that anyone online can do to assist you. I assume that this business is an LLC. As such only an attorney can represent you in court. You need to immediately file a lawsuit against the seller. Your main claim is breach of contract and the other issues that you mention fall under that umbrella. I hate to point out that your major mistake was in not having your own attorney to be sure that the contract was properly worded to protect your interests instead of allowing a contract that protected the seller's interests.
Customer: replied 2 years ago.
ACTUALLY THE CONTRACT STATE NOW THAT IF I DEFAULT THEY ARE TO FORFIET THE BUSINESS TO ME IT IT NEGATIVE TOWARD THEM. THAT'S WHAT THE MEETING IS TO AMEND THAT SECTION.
Customer: replied 2 years ago.

Sunday dec.4th

Should I o to the meetin with their attorney, And, put all the cards on the table. If not, Please explain to me how I go about getting a pro bono attorney

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