It appears from your question that the prime has breached its agreement with you by refusing to pay for work performed and paid for by the Federal Government. It is important to review your subcontract agreement for the CBP contract for potential legal leverage to this issue. For example: Does the contract provide for penalties/interest if the prime contractor fails to pay an invoice within a certain period of time? Does the contract provide for attorneys' fees to the prevailing party? If...
The entire basis for a stock purchase agreement is the conveyance of stock in a legally formed corporation. Stock purchase agreements typically contain representations and warranties of the seller, which provide that the corporation is duly organized, validly existing, and in good standing to carry on its business in State X. Review your agreement with an attorney to determine if you have a claim for, among other things, breach of contract, indemnification and/or fraud.
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