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Law Educator, Esq.
Law Educator, Esq., Attorney
Category: Business Law
Satisfied Customers: 117447
Experience:  All corporate law, including non-profits and charitable fraternal organizations.
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I "sold" my old business in 2013. A few left over pieces of

Customer Question

I "sold" my old business in 2013. A few left over pieces of equipment and a customer list. I am starting that business back up under same name. I have the named filed as a dba and registered with the NY state DEC. I also have a trademark pending on the name and own the domain name. The guy who bought my customer list is threatening to sue. When I sold it was a cash deal no written agreement about anything. He paid me 1500.00 very small told the customers I was sick (which i was not) and that was that. Now he is saying he owns the name and I cannot use it. There is no state filing for a dba or llc or anything associating him with my business name. Should I be worried? Trademark number 86727467 still under review and filed about 4 months ago.
Submitted: 1 year ago.
Category: Business Law
Expert:  Law Educator, Esq. replied 1 year ago.
Thank you for your question. I look forward to working with you to provide you the information you are seeking for educational purposes only.
Unfortunately, when you sell a business you sell the whole business, name included, unless the contract specified otherwise. Since you did not have a written contract, the buyer obtained rights to your entire business. He has a common law trademark on the name and right to use that name in business. You using the same name is ***** ***** now his goodwill that came with the purchase of the business he made.
Even if he is not registered, he can dispute your rights to the trademark proving that he has been using the name in commerce before you and he bought the business from you without any contract specifying that you retained the rights to that name. So in all likelihood he will win rights to the name in this type of case because you sold him the whole business.
Customer: replied 1 year ago.
Even though he has never actually used the name? He bought the business but operated the business under a different name.
If I did go to court for this could the court order me to pay him money or will they just order me to change name?
Expert:  Law Educator, Esq. replied 1 year ago.
Thank you for your additional information.
If he never used the name after purchase, you have a claim he abandoned the name and as such you would be able to claim the name back. So with that additional information, you need to send him a letter informing him that as he never used the name, he abandoned the rights to it and you have a registered trademark which gives you rights to that name and if he continues to pursue a frivolous claim against you then you will seek attorney's fees and costs for having to defend the frivolous claim.