Is my LLC held to the terms of a contract I signed as an individual prior to forming the company?

Get Legal Help Today

 Secured with SHA-256 Encryption

Is my LLC held to the terms of a contract I signed as an individual prior to forming the company?

I signed a contract, as an individual, stating that I shall not directly or indirectly participate or own share of or benefit in any way from the operation of an entity doing business in the United States that markets or delivers a service similar to the services of this company. Can I work for a competitor through my LLC and not violate the terms of this contract?

Asked on June 14, 2012 under Business Law, Delaware

Answers:

SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 9 years ago | Contributor

It's not that your LLC would be held liable under the contract: you would be. If the contract stated that you shall not participate in or own or benefit, etc. from a business delivering similar services, you cannnot do that under the guise of an LLC, either. The LLC would not be sued--it was not a party to the contract--but you would be; and the business suing you could seek both monetary compensation for your breach and a court order (injunction) barring you from working for the competitor. The contract you signed obligates you and restricts what you may do, regardless of the business structure you attempt to work under.


IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although AttorneyPages.com has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.

Get Legal Help Today

Find the right lawyer for your legal issue.

 Secured with SHA-256 Encryption