Noncompetes In An Asset Purchase Agreement Can Be Enforceable Even If Some Of Seller’s Earn-Out Was Not Paid

In InsureOne Indep. Ins. Agency, LLC v. Hallberg, 2012 IL App (1st) 92385, http://www.state.il.us/court/Opinions/AppellateCourt/2012/1stDistrict/1092385.pdf  (Ill. App., 2012), the court held that a failure to pay approximately 2% of an earn-out, which was 1% or less of the agreed purchase price, was not enough to cancel a seller and his son’s noncompete obligations under the asset…

Purchase Of Almost All Of A Business’s Assets Valid Though Manager Lacked Authority To Sell

In B&C Realty of Ill., LLC v. Chi. Stand-Up Mri, LLC, 2013 IL App (1st) 112064, http://www.state.il.us/court/r23_orders/appellatecourt/2013/1stdistrict/1112064_r23.pdf (Ill. App., 2013), the court held that a buyer of real property that constituted substantially all of the assets of a manager-managed limited liability company could win a title action against a co-manager of the LLC and the…

Be Sure You Secure The Property You Need To Back Up A Family Business Loan

In Diotallevi v. Diotallevi, 2013 IL App (2d) 111297, http://www.state.il.us/court/Opinions/AppellateCourt/2013/2ndDistrict/2111297.pdf (Ill. App., 2014), the court denied claims by relatives of a divorced couple to two land trust properties that were made more than five years after the relatives made loans to the couple for their tree nursery business. The couple formed an LLC including the…

Third Party Fraud Is No Defense To A Bank’s Mortgage Rights, If You Sign Away Your Property And Don’t Record Your Liens

In Stump v. Swanson Development Co., 2014 IL App (3d) 110784, http://www.state.il.us/court/Opinions/AppellateCourt/2014/3rdDistrict/3110784.pdf, Feb. 10, 2014, the court held that a Mr. Stump had been induced to sign a deed to some real estate by fraud, and held that two individuals were liable for failing to include Mr. Stump in a limited liability company, and for…