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rvlaw, Attorney
Category: Business Law
Satisfied Customers: 8386
Experience:  NYC Trial Attorney 30+ years; Law professor ; BUSINESS LAW; CONTRACTS; TORTS; Arbitrator
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I had a previous question about a lease for 2 cash ...

Customer Question

I had a previous question about a lease for 2 cash registers I assumed when I purchased a bar. I learned that unless he can show me written consent signed by the company he is leasing from, that is notorized with a date on or before the closing date, I won't have to assume the lease. My position, is that I don't want to assume the lease. My question now, is how does that impact the overall purchase agreement with the previous owner. He sent me a letter stating that as part of his action, he may attempt to repossess the bar, since I have not fullfilled my obligations.   If he didn't have the authorization to transfer the lease of the cash registers does that void the whole purchase agreement or just that lease assumption piece. I want to keep the bar, so don't want it to get repo'd. Not sure how that might impact the overall transaction, if at all.
Submitted: 9 years ago.
Category: Business Law
Expert:  rvlaw replied 9 years ago.
Hi, and welcome to Just Answer. Thank you for entrusting me with your legal issue. I will do my best to assist you. During the course of our interaction , I may need some additional information.

Seller did not have the power to assign the lease. Therefore, you don't have to either. On one hand the seller could argue that the purchase price should be modified for you to pay more. I would resist this AND ANY ATTEMPT TO REPOSSESS. You agreed to a price with lease assumption in good faith assuming that the seller had the right to assign.

THE MISTAKE WAS UNILATERAL ON THE PART OF THE SELLER. That is the legal argument to use in response to any action on the part of the seller. It was his mistake. He cannot repossess or demand more money from you.


Customer: replied 9 years ago.
Reply to rvlaw's Post: Thanks rich for your response. What I plan on doing is once I let them know that since its not notorized before the closing date, is then let the previous owner know that he has 1 week to pick up the cash registers or I will start charging a storage fee. Do you think thats allowable and if so, not sure what the maximum reasonable amount would be in the state of WA.

I was also wondering how to approach some assets that were part of the agreement but were never onsite at the bar. I don't like this guy and want to do what I can.

There were 3 pinball machines and a table top video game that were part of the asset list. These assets were never onsite and was wondering if I can still pursue these assets.
Expert:  rvlaw replied 9 years ago.

I don't feel that the notary date is the issue. Seller just didn't have the right to assign. The letter and storage idea is good. $25/day is WA law controls.

Include in the letter a demand for the 3 machines to be delivered in the same one week and if not.............. that you will sue for breach of contract for the value of the machines and the storage charges.