How to find good Orange County business lawyer

How to find good Orange County business lawyer Defendant purchaser sought review of a judgment from the Superior Court of Los Angeles County (California), which granted specific performance to plaintiff seller of a contract whereby the purchaser agreed to transfer the patent rights purchased from the seller to a new corporation in exchange for stock in the corporation. The purchaser claimed that the contract was procured by fraud.

The purchaser bought patent rights from the seller and agreed that, if the holders of all the patent rights joined in a new corporation, the purchaser would transfer his patent rights to the corporation in exchange for stock. The Orange County business lawyer was organized and the California Corporation Commission issued a permit for the transfer of shares that was subject to conditions, one of which was that upon dissolution, the purchaser could not participate in the distribution of assets until all other holders of securities had been paid. The purchaser refused to consummate the transaction and the seller brought an action against the purchaser for specific performance, which the trial court granted.

The purchaser sought review. The court held that: (1) pursuant to Cal. Gen. Laws art. 3814, § 3 (1923); 1917 Cal. Stat. p. 673, the corporation had no authority to issue shares except as allowed by the permit; (2) because of the limitations of the permit, the corporation was never able to transfer the shares as required by the agreement; and (3) Cal. Civ. Code §§ 3386, 3392, provided that specific performance was unavailable unless the party who sought it complied with all conditions precedent.

The court reversed the judgment of specific performance for the seller of the purchaser's contract to transfer patent rights to the corporation in exchange for corporate stock.

Plaintiff buyers sought review of a judgment from the Superior Court of Santa Barbara County (California), which granted summary judgment to defendant escrow agent in an action for breach of contract, unfair business practices, and conversion.

The buyers agreed to purchase a new mobile home and deposited funds into escrow. Prior to closing, the buyers' attorney sent the escrow agent a copy of a letter addressed to the seller, which stated that the mobile home had structural damage and that the buyers were demanding that the seller correct the problem. The letter did not contain a demand not to close escrow and did not cite Health & Saf. Code, § 18035, subd. (f). The escrow agent closed escrow and disbursed all the funds. The court held that the buyers could proceed against the escrow agent because the escrow agent had received written notice of a dispute between the buyers and the seller. The court stated that § 18035, subd. (f), required escrow agents to hold funds after receiving such notice. Section 18035, subd. (f), did not mandate that a written notice of dispute had to cite the section, or be in any particular form, or be addressed directly to the escrow holder, or contain an express request not to close escrow. Although the form escrow instructions did not provide for the buyers' approval of the condition of the mobile home, all laws in existence when the agreement was made became part of the contract. The court reversed and remanded for further proceedings.