Legal Question in Business Law in Washington

Re: Buying Business assets

Essentially, the person you bought the asset from is in breach of warranty. It is his responsibility to pay for it, or in the alternative reduce the amount that you owe him by the amount owed on the equipment. You have two options write a demand letter to him requesting that he cure the breach, and/or sue him. Look to your contract as to the procedure for dispute resolution. If you need further assistance feel free to contact me.

Re: Buying Business assets

If the assets were sold to you as free and clear of liens, etc, and now you find they are not, you definitely have recourse against the seller.

As your first step, I would recommend you run a UCC check, if you are familiar with the process, and find out if there are any recorded liens on any of the other assets you purchased. An attorney can do this for you if you are not familiar with the process. Before you proceed against this guy, you need to know how much debt there is, and there may be more than what you have uncovered.

Your next step would be to have an attorney review your contract with you, which should provide you with the specific remedies that are available. If the contract is vague about remedies (which may be the case if one of the parties wrote it), you still have recourse, as he has misrepresented some material facts that form the basis of the contract. However, you have to look to the contract first. At a minimum, you should be able to recover (or deduct from your payment to him) what you will need to pay to the creditor(s). You may also be able to unwind the deal, if that's what you want. If the contract provides for it, you may also be able to get your attorney's fees paid.

Good luck.