Contract validity

Our company has a service contract with a copy machine company which was sold to another company. Is our contract valid with the new company even though we didn't sign it with them? - Is this your question? Add additional information
Answer this question Add to list

Answers (4)

John J. Tollefsen

John J. Tollefsen

Contributor Level 3
The validity of the contract depends on its terms. Read the fine print. Generally service contracts are not assignable but you may be able to work out an arrangement with the service company. Usually your company will remain liable on the service contract for its term if the other company does not pay the amount due.
1 1
Benjamin Kirke Sanchez

Benjamin Kirke Sanchez

Contributor Level 4
Service contracts are generally not assignable because services are personal to the people/companies involved. For example, if I am your attorney, I simply cannot assign your case to another attorney, because you hired me specifically. Now, if a company is bought out by another company, the purchaser will assume the service responsibilities of the purchased companies. Bottom line, however, you should read your entire contract for any assignment provisions that control the contract's assignability.
1 1
Brian J. Passante

Brian J. Passante

Contributor Level 5
Your question really seeks legal advice that is impractical to give in a public forum or without fully understanding all of the facts of your contract.

The law of the state which governs the contract can have an
impact on the possible legal answers, as can the terms of the contract itself. In purely commercial setting, as opposed to a consumer setting, in many states the contract laws permit the parties to vary many legal presumptions (like a personal services contract cannot be assigned).

Also, just because there has been a “sale” doesn’t always mean the legal entity with whom you contracted has changed. The tradename may have changed, but the corporate (or other entity type) owning the assets and original contract may still exist and be operating to render the services under the contract. (By analogy the clothes are changed but the person is still the same)

This question is very fact sensitive, and applicable law sensitive, so to begin understanding your rights in this respect, you should probably take this issue up with a skilled commercial or contract attorney in your state.

Note: This Answer and any information contained in this answer is not intended to be treated as legal advice; And, this posting does not create an attorney-client relationship or privilege of any kind.

0 0
Okorie Okorocha

Okorie Okorocha Avvo Pro

Contributor Level 9
It depends on the terms of the contract and if the new company purchased the contract as part of the business.
1 1
Back to Search Results

Ask a Question

Get free answers from real lawyers.

Top Business Contributors

1.
Kaiser Wahab
Contributor Level 5
25 answers, 0 legal guides
2.
Robert John Murillo
Contributor Level 7
23 answers, 0 legal guides
3.
Pamela Koslyn
Contributor Level 9
21 answers, 0 legal guides
View all Business Lawyers on the Contribution Leaderboard

Next question: Storing company emails

Previous question: LLC conversions