Legal Question in Business Law in California

Transfer of liabilities from corporate seller to corporate buyer

If I signed a contract to become a licensee under a Seller Assisted Marketing Plan in CA, who do I sue when the license agreement is breached by the corporation who purchased the corporation I signed my agreement with? This transfer of ownership occurred about a month after I became a licensee. The new corporation initiated new charges and rules for licensees which were not part of the agreement I signed with the selling corporation. I refused to cooperate with these new expenses and the corporation who purchased the original corporation cut me off completely from their Web site and licensee servicing assistance. I spent $30,000 for something that turned out to be nothing like what is described in my contract. The new owner denies any responsibility for my grievances and says I need to sue the selling corporation. What responsibility does the CA AG have here since SAMP must be approved by them before a company can operate in CA? Should I pursue the AG avenue before initiating a lawsuit? If I can prove fraud by the directors of the corporation that is now in control, can I sue them individually? And would they be liable for refunding my money if this is the case?

Thanks for your help.


Asked on 6/17/03, 3:13 am

1 Answer from Attorneys

Re: Transfer of liabilities from corporate seller to corporate buyer

This question involves several issues that need to be addressed individually and this is not the appropriate forum. The reason is that more information needs to be elicited from you, the agreement needs to be reviewed as well as obtaining significantly more facts and information.

If you would like to discuss this matter, I would be happy to do so with you.

Sincerely,

J. Caleb Donner

DONNER & DONNER

LEGAL WARRRIORS (R)

325 E. Hillcrest Drive, Suite 242

Thousand Oaks, CA 91360

Tel: 805-494-6557

Fax: 805-494-0990

email: [email protected]

website: www.legalwarriors.com

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This reply constitutes legal information for education purposes and does NOT constitute legal advice nor establish an attorney-client relationship. We will only represent you based on a written retainer agreement. Therefore, you should contact this office to discuss representation if you do want legal advice/representation.

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Answered on 6/17/03, 2:52 pm


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