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News and practical information from our attorneys.Understanding The First Breach Doctrine
Businesses deal with contracts on a daily basis. While it is always preferable to have your contracts in writing, oral contracts are enforceable, with certain limited exceptions.
This is not news to most of you in the business world. A lesser known tenet of contract law is the first breach doctrine. This doctrine stands for the rather common sense notion that when a party to a contract does not live up to his own obligations owed under the contract, he may not sue to enforce the contract against the other party. read more…
No personal liability is the goal
When individuals set up corporations and limited liability companies, one of the driving concerns is to prevent any personal liability for that individual for the debts of the business. Furthermore, when someone “buys a business”, the buyer needs to limit or eliminate the risk that the buyer will be responsible for the business debts of the selling business. This is why so many transactions involving the “sale of a business” are in fact the sales of certain assets of a business. In order to prevent this type of personal liability for the corporate debts, or successor liability for the debts of a selling entity, certain formalities need to be followed and the transactions structured appropriately so as to fit into the guidelines of Indiana law. read more…
Important 7th Circuit Opinion on Single Asset Real Estate LLC and Bankruptcy
The 7th Circuit issued an opinion recently concerning the rights of a limited liability company (“LLC”) that is a “single asset entity”, i.e. all it does is own one piece of real estate, and the rights of a lender to such an LLC when that loan is secured by a mortgage attaching to the real estate. The opinion can be found here. read more…
When in Doubt, Look It Up
As the parent of school age children, I get asked lots of questions about all sorts of topics, most if which I know not nearly enough about. Many times these questions are on topics that I “kind of, sort of” think I know the answer, but I am not real confident in my ability to explain it to those inquiring minds. Also, they are getting old enough that I can no longer get away with just making it up. As a result, I will often do what any good parent will do: I tell the children to go look it up (or Google it….) and report back to me. That way we can all learn something. read more…
Commercial Landlord Liable for Tenant’s Actions?
Who is on the Hook? A common question that we receive is whether the owner (landlord) of a commercial property can be held liable for damages to a third party that are caused by the actions of a tenant. As with most anything in the law the answer to this question will depend on the particular facts and circumstances surrounding the situation. read more…
