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Ellen
Ellen, Attorney
Category: Business Law
Satisfied Customers: 36714
Experience:  25 years of experience helping people like you.
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I had a recent business venture that didnt work out or isnt

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I had a recent business venture that didn't work out or isn't working out. We had contracts prepared but were never executed. The gist of the agreement was that my company was looking for a capital infusion of x in exchange for units of the company and future revenues in the company equal to the capital infusion and the distributed based on equity thereafter. The infusion was two tiered; one for the company and its expenses and the other for the further development of a proprietary software program. I'm in IL the other party is in FL. The agreement was drafted in IL with IL governance. The company is an IL registered company.
The companies revenue was limited due to the software development project which took away from the revenue activities of the company. The investor did not fully invest what was outlined in the contracts or what was discussed and stopped investing early.
What role do verbal agreement rules in IL or FL come into play here? Without contracts is this just a failed venture?
What recourse does either party have?
Submitted: 4 years ago.
Category: Business Law
Expert:  Ellen replied 4 years ago.
Welcome to JustAnswer,

I am the expert that will be assisting you today. Thank you for your question.

If my answer is not clear to you or does not fully answer your question, please ask me for clarification by using the reply button.

Since the agreements were never executed, the court would typically look upon those agreements as negotiations leading up to your final agreement.

Typically the court would attempt to determine what the terms of agreement between the parties. The court can do determine the terms of the agreement by testimony and by the actions of the parties and rule accordingly.


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Customer: replied 4 years ago.
WebLaw,
Thank you for your response. However, I'm unclear on which state would be the state for the courts and what if there were no final agreements. My main concern is does the investor have any legal grounds to say the company owes him money back?
Expert:  Ellen replied 4 years ago.
The venue for the action would be be proper either where the defendant resides, the agreement was entered into or where business was transacted.Therefore if you file suit you may file suit in Illinois or Florida. You would likely prefer to file an Illinois since you reside in Illinois.

Based on the information in your post I do not see legal grounds for a refund. That said, I do not know all the facts involved in your case. You would need to meet with local counsel to discuss the details involved
Customer: replied 4 years ago.
WebLaw,
Thank you and last point of clarification...can the investor file suit in FL just to be a pain and would the obligate me to defend myself in a FL court. Remember, I'm in IL, Company is in IL and the business was conducted in IL.
Respectfully,
Expert:  Ellen replied 4 years ago.
Florida does not appear to be the proper venue. If the investor were to file suit in Florida, you would need to retain Florida counsel to make a limited appearance to challenge the jurisdiction of the Florida court
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