Legal Question in Business Law in Tennessee

You can, but you may take on some exposure should the other member resurface, The best way to handle it, is to have them consent to an interest assignment agreement.

Even if you are doing this as an asset purchase, if you were the buyer I'm sure you would not be comfortable knowing that there could be an interested party out there. Maybe your personal indemnification will be enough to assuage the buyer?

Before you commit to anything, I suggest that you consult with a lawyer in private and discuss your objectives in more detail. You can start by calling around to several for a free phone consultation, get some insights then pick the best fit to work with.

If you have questions, feel free to contact me anytime that is convenient.

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Kind regards,

Frank

Natoli-Legal, LLC

www.LanternLegal.com

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You'll need to get square with the other guy first.

Good luck.