Failure to pay purchase price of contract.

[Saoir]

What is the name of your state? California

The contract states California Law to apply.
I am in Europe, and my father (also here) who has very limited resources has sold the rights to use an astrological program he developed to a US company for use on the internet for a purchase price and an ongoing percentage of revenue. Date of sale: Sept 2002. The contract states California Law to aply.

Purchase price involved three lump sum payments, amount A after 15 days, amount B after 60 days and amount C after 120 days. Percentages were to be paid months within five days of the end of the week.

Trouble is the only punishment I can see in the contract is going to arbitration, which is expensive and would last years.

Fine so far.

Problem:
-The company has paid nothing at all to date. It has recently received new venture capital money. But my father hasn't got the money to engage a lawyer to sue in California.

There is a "Representations, Warranties, Covenants and Conditions clause where the parties agree that all such will be true.

Question:
Is there any way that this contract could be considered null and void when the purchaser didn't even deliver the first payment after 15 days ? and has not made a single payment to date ? Is this some kind of lack of good faith on the signing of the contract ?

Would it be of interest to the venture capital company that this is the case ?

I would appreciate any advice anyone could offer on this. I can provide additional info on the contract, which I know is poor..

Best wishes,

Saoir

 

[JETX]

In my desire for international goodwill, I will try to answer your questions (unless you are in France or Germany!!).

"Is there any way that this contract could be considered null and void when the purchaser didn't even deliver the first payment after 15 days ?"
*** 'Any way'?? Yes, a court could void the contract, which would clearly require your pursuing legal action in California.

"and has not made a single payment to date ? Is this some kind of lack of good faith on the signing of the contract ?"
*** Actually, no. This would be called a 'breach of contract' and would require legal process to force compliance or to recover damages.

"Would it be of interest to the venture capital company that this is the case ?"
*** Possibly, but risky. If you were to contact the venture company with your allegations, it is possible that the other party to the contract could take legal action for your 'interference'.

If you had not entered into this contract already, I would have suggested you have a clause for any dispute to be heard in YOUR location (since the costs are too prohibitive to travel to California). Or at least I would also have insisted on a clause for the prevailing party to be responsible for ALL expenses incurred in pursuing litigation.
At this point, I would suggest you consider contacting an attorney in California to write a demand letter on your behalf. Hopefully, that would bring this to resolution. If not, then you may have to consider taking legal action against them.

BTW, how much money are we talking here???

 

[Saoir]

Originally posted by JETX In my desire for international goodwill, I will try to answer your questions (unless you are in France or Germany!!).

Thank you for the help, I really appreciate it. I am in Dublin, Ireland actually

BTW, how much money are we talking here???

Quite a bit.

I'll come back to this in a few days when I get more backgroud info.

Thanks again Jetx