QUESTION

Do I have to agree to not sue in a Stock Purchase Agreement?

Asked on Aug 10th, 2012 on Contracts - Nebraska
More details to this question:
I have a minority share in a closely held family business. Due to a family fight my father chose to buy me out. The company simply deposited the money for the shares in my bank account. I refused the deposit because I had previously asked questions as to succession but the company refused to answer me. I was previously told my father had a buyer and then was told he changed his mind. The difference in selling to an outside buyer or back to the company may be about 2 million dollars. I wanted to know what every other shareholder knew. There''s been alot of lying and I don''t trust what I am being told. However, at the same time I want out. Now I am required to sign a Stock purchase agreement and an Irrevocable stock power. I don''t like the SPA because of one clause that says I agree to release them from any claim whether known or unknown and no matter when arising. I believe this would bar me from suing for fraud. Can they force me?
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1 ANSWER

Business Transactions Attorney serving Los Angeles, CA at Doland & Fraade
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No one can force you to sign any document. Given the dollar amounts you allude to, it is a very "false economy" to go through this transaction without the assistance of legal counsel. You may save a thousand dollars now, losing hundreds of thousands of dollars later.
Answered on Aug 10th, 2012 at 10:52 AM

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