Given situation:
Person B was not allowed to operate a franchise of Company H&R block as a district manager for the company. He signed the franchisee to his wife person J. The terms in the franchisee agreement includes a covenant not to operate for two-year span within –mile radius if the franchise area should be company H&R franchise be revoked, moved or otherwise disposed of.
Person B and person J both are aware of the terms of the agreement and decided to terminate the agreement.
To discuss: Whether Company should able to seek an injunction against person J and against person R.
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Chapter 13 Solutions
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- Mork and Mindy create a for-profit corporation, Mork's House, to provide shelter to homeless and abused women and children. Mork and Mindy are shareholders of the corporation. Zada is also a shareholder in the corporation, along with five others. Douglas manages the day-to-day operations of the corporation. The bylaws of the corporation provide that the corporation is established for the sole purpose of providing shelter, food, and care for homeless and abused women and children and for no other purpose. When the refrigerator in Mork's House stops working, Douglas purchases a new refrigerator from Home Depot and charges it to the corporation. If Zada challenges the purchase as being ultra vires: she will lose, because purchasing the refrigerator is an express power of the corporation. she will lose, because purchasing the refrigerator is an act reasonably necessary to accomplish the goals. she will win, because the bylaws do not address purchases of appliances. she will win, because…arrow_forwardMerger The board of directors of Plant Indus-tries, Inc. ( Plant), under the guidance of Robert B. Bregman, the chief executive officer of the corporation, embarked on a course of action that resulted in the sale of several unprofitable subsidiaries. Bregman then engaged in a course of action to sell Plant National ( Quebec) Ltd., a subsidiary that constituted Plant’s entire Canadian operations. This was a profitable subsidiary that comprised more than 50 percent of Plant’s assets, sales, and profits. Do Plant’s shareholders have to be ac-corded voting and appraisal rights regarding the sale of this subsidiary?arrow_forwardDennis and Donna Smith owned a 10-acre tract of land that they decided to sell. The couple entered into a listing agreement with Kelly McLaughlin, a licensed real estate broker. The agreement gave Kelly the exclusive right to sell the property for a period of 6 months. The Smiths agreed to pay Kelly a 6% commission of the selling price if a buyer was found during the listing period. Four months later, the Smiths sent Kelly a letter terminating the listing agreement. Kelly did not approve of the conditions. One month later, Kelly presented a full price offer to the Smiths; however, they ignored the offer and sold the property to another buyer. Kelly sued the Smiths for breach of the agency agreement. Which party wins the lawsuit? Did the Smiths act ethically in this case?arrow_forward
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- Anderson and Tallstrom are partners in Rancho Murieta Investors (RMI). Anderson owns 80 percent of RMI; Tallstrom owns the other 20 percent and is the managing partner of RMI. Hellman obtained judgments against Anderson in his individual capacity for more than $440,000. After various unsuccessful attempts to enforce the judgments, Hellman obtained an “Order Charging Debtor John B. Anderson’s Partnership Interest” in RMI. Despite the charging order, Hellman has not received any monies in satisfaction of the judgments because RMI had not generated profits and was not expected to do so in the near future. Explain what Hellman’s rights are with respect to the unsatisfied charging order.arrow_forwardAnthony and Karen were partners doing business as the Petite Garment Company. Leroy owned a dye plant that did much of the processing for the company. Anthony and Karen decided to offer Leroy an interest in their company, in consideration for which Leroy would contribute his dye plant to the partnership. Leroy accepted the offer and was duly admitted as a partner. At the time he was admitted as a partner, Leroy did not know that the partnership was on the verge of insolvency. About three months after Leroy was admitted to the partnership, a textile firm obtained a judgment against the partnership in the amount of $50,000. This debt represented an unpaid balance that had existed before Leroy was admitted as a partner.The textile firm brought an action to subject the partnership property, including the dye plant, to the satisfaction of its judgment. The complaint also requested that, in the event the judgment was unsatisfied by sale of the partnership property, Leroy’s home be sold and…arrow_forwardMuller, a shareholder of SCM, brought an action against SCM over his unsuccessful negotiations to purchase some of SCM’s assets overseas. He then formed a shareholder committee to challenge the position of SCM’s management in that suit. To conduct a proxy battle for management control at the next election of directors, the committee sought to obtain the list of shareholders who would be eligible to vote. At the time, however, no member of the committee had owned stock in SCM for the six-month period required to gain access to such information. Then Lopez, a former SCM executive and a shareholder for more than one year, joined the committee and demanded to be allowed to inspect the minutes of SCM shareholder proceedings and to gain access to the current shareholder list. His stated reason for making the demand was to solicit proxies in support of those the committee had nominated for positions as directors. Lopez brought this action after SCM rejected this demand. Will Lopez succeed?arrow_forward
- Nasser and Khalil are partners in a bike business. One of their bike models malfunctioned and many customers were injured as a result. If they operate their business, Nasser & Khalil's Bicycles, an LLPS (Limited Liability Partnership), neither the business nor the O partners would be liable for the injuries. they would be personally liable for the injuries. the business would not be liable for the injuries. they would not be personally liable for the injuries.arrow_forwardGlenn refuses an invitation to become a partner of Dorothy and Cynthia in a retail grocery business. Nevertheless, Dorothy inserts an advertisement in the local newspaper representing Glenn as their partner. Glenn takes no steps to deny the existence of a partnership between them. Ron, who extended credit to the firm, seeks to hold Glenn liable as a partner. Is Glenn liable? Explain.arrow_forwardAlbert, Betty, and Carol own and operate the Roy Lumber Company, a limited liability partnership (LLP). Each contributed one-third of the capital, and they share equally in the profits and losses. Their LLP agreement provides that all purchases exceeding $2,500 must be authorized in advance by two partners and that only Albert is authorized to draw checks. Unknown to Albert or Carol, Betty purchases on the firm’s account a $5,500 diamond bracelet and a $5,000 forklift and orders $5,000 worth of logs, all from Doug, who operates a jewelry store and is engaged in various activities connected with the lumber business. Before Betty made these purchases, Albert told Doug that Betty is not the log buyer. Albert refuses to pay Doug for Betty’s purchases. Doug calls at the mill to collect, and Albert again refuses to pay him. Doug calls Albert an unprintable name, and Albert then punches Doug in the nose, knocking him out. While Doug is lying unconscious on the ground, an employee of Roy…arrow_forward
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