Corporate Contract Law - Business interest or ownership -- help :)

[lost-confused]

What is the name of your state? NY

I'm in a pickle and current involved in legal case. I have an attorney, but one area of my case involves an "agreement" which I believe is a contract and allows the a business interest / quasi-ownership.
My attorney is not a contract attorney and she is of the believe it is a "contract" and that it is a "business interest"... I just want other opinions because I had a bad bad experience with an attorney years ago and believe I should to best of my ability understand what my attorney wants me to agree to within petitions and motions, etc..

We have not discovered so I do not have the document for exact details... sorry but I will explain as much as I know.

A particular person entered into an "Understanding of Agreement" about 10 years ago, which granted this person a benefit from the sale of the company.
The company sold and this person did in fact get a benefit which was called a "closing bonus" and a "termination of the understanding of agreement" document was executed and signed as a result of payment.
This particular person, for various reasons, claimed on court documents that he had no "contract" ( I called it this the entire time I was trying to discover in previous case) and that he had no "business ownership" or "business interest"
I argued that he did have some sort of stake, equity, ownership, in the company. No document was ever produced for other reasons and the claim that a document for "ownership" or "interest" did not exist.

So here I am again, arguing with the same person in court that the contract he did not hand over last go around was a "business interest" and it was a "binding contract" regardless of the document being titled "understanding of agreement"
Now this one-time bonus termed Closing bonus, was not for participation in the sale but for his effort and dedication in building the company into the successful company it had become at time of sale.. (quoted from the termination document, which does not outline the "understand of agreement)..

Can someone please explain to me.

If this is considered a contract in-spite of the title "agreement" and he got money from the company as a result of this "agreement", then would he have had a "business interest" or perhaps a quasi-ownership since this bonus came from the surplus value of the sale???


So confused, please help... baby talk if can..thanks

 

[tranquility]

Man, that is the most confusing explanation I've seen. I recognize you will reply something to the effect of "I know-I'm confused too!" But, it is your write-up that is confusing and, probably because you want to keep this private, there is no context that the reader can grab on to to try and make some sense.

Try again. break it down. Just the facts ma'am. Something like:

1. Joe and Steve signed an "Understanding of agreement" giving Joe a bonus if Corp was sold.
2. Corp was sold.
3. Joe was paid a bonus.

 

[lost-confused]

Ok, I'm sorry, but I really lack the details of the agreement/contract. I only now the start and the result.
I'll try again with bullets.

1) x and y enter into an "understanding of agreement" where x would receive something from the sale of the company
2) 10 years later the company is sold via acquisition.
3) x receives ***unknown perks*** and a large bonus as a result of the "understanding of agreement"
4) x signed a "termination of understanding of agreement" document when x received the money for the bonus and other unknown perks.

**unknown perks are assumed to be options/stocks in the new company after the acquisition closed**

questions

a) is an "understanding of agreement" to receive perks and bonus when the company sold considered a contract?
b) is this type of agreement/contract, a form of "ownership" or "interest" in the company prior to the sale?

Reading off another post I realize that this may be important to know.
The Understanding of agreement did have"remuneration and compensation" terms. I do not know what they were as I only have the termination document that makes reference to the original "understanding of agreement"



I hope I have expressed this a little better.. thanks in advance

 

[tranquility]

a) is an "understanding of agreement" to receive perks and bonus when the company sold considered a contract?

It could be. Sure sounds like one. But, what did "x" give up? If there is a real problem, it is probably there.

b) is this type of agreement/contract, a form of "ownership" or "interest" in the company prior to the sale?

Not that I see. It may represent some sort of ownership, but it does not look to create one.

Clearly, you need all the facts. Each of my answers could be completely different if the agreement said something along the lines of if x works here a year he will get 10% on sale. Many other ways too.