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Legalinfomd
Legalinfomd, Attorney
Category: Business Law
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Experience:  Attorney with 24 years of experience in business law.
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Hello: I am a 49% partner in a business in Georgia. I have

Resolved Question:

Hello:
I am a 49% partner in a business in Georgia. I have decided to exit the business and I wish to transfer or sell (for $1.00) my interest in the company to my Partner who holds 51%. I'd like to be released on any obligations to the business.

I need a letter stating this to make the process official.

Who can help me with this?
Submitted: 12 months ago.
Category: Business Law
Expert:  Legalinfomd replied 12 months ago.

Legalinfomd :

Hello. I will respond to your question.

Legalinfomd :

When you sell your interest to your partner, you should prepare a short agreement for the purchase and sale (even though it is for only $1.00). In that agreement, you should state that you resign as a partner, employee, owner and officer, effective immediately. In addition, you should include a paragraph such as the following:


Buyer hereby shall defend, indemnify, and hold harmless the Seller against and from any and all liability, claim of liability, or expense arising out of any and all liability, claim of liability, or expense of the Company arising after the date of the purchase. The Buyer also hereby releases any and all claims Buyer or the Company has or may have against the Seller.

Legalinfomd :

In addition, you should send a letter to any bank, supplier, etc. for whom you may have signed to be personally liable, informing them that you are no longer with the company, and shall have no liability for any obligations after the date of the letter.

Legalinfomd :

I hope that this information is helpful. Please provide a positive rating for my response so that I will be compensated for my time. Thank you and good luck with your business matter.

Customer:

Thanks, XXXXX XXXXX need a draft letter. I'll need to ensure that my partner does not use my name and I will not use his name in any negative manner as a result of this transaction.

Legalinfomd :

Under JA's rules, I am not permitted to provide legal services for you. I can only give general answers on the subject matter. As a result, I cannot prepare a draft letter for you. I was able to answer your question about how you go about getting released from liability to the company. As to your new question on how you prevent your partner from using your name, I can tell you that it is simply unlawful for anyone to use your name without authorization. If your partner did so, that would be actionable.

Legalinfomd :

There are many, many different types of provisions that can be included in the purchase and sale agreement, such as one affirmatively prohibiting the buyer from using your name. If you are going to be moving toward a more complex agreement in that nature, it may be wise for you to engage an attorney in Georgia that can specifically draft the agreement to suit all of your needs, and to fully protect your interests.

Legalinfomd :

I am sorry that I am prohibited from drafting the agreement for you, and I ask that you not hold that against me when rating my response to your question. I do not make the rules, but must abide by them. Thank you.

Customer:

ok. Thanks

Legalinfomd, Attorney
Category: Business Law
Satisfied Customers: 147
Experience: Attorney with 24 years of experience in business law.
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