On June 17, Las Vegas Partner Robert E. Schumacher, Associate Dylan Houston, along with assistance from Paralegal Cristina Pagaduan, obtained victory on all claims relating to the sale of a popular Vietnamese Restaurant. On behalf of the seller, Gordon & Rees' attorneys filed a lawsuit against the defendants in Clark County District Court alleging they breached the Purchase & Sale Agreement (“PSA”) by failing to pay the agreed price for the restaurant.
The defendants denied the allegations and counter-claimed contending that the plaintiff made material misrepresentations as part of the transaction and failed to satisfy certain conditions to the PSA. The defendants sought to rescind the PSA and asked the court to order Gordon & Rees' client to refund approximately $200,000 paid toward the purchase of the restaurant. The defendants also sought reimbursement for approximately $50,000 they paid for maintenance and improvements made to the restaurant after defendants assumed ownership and began operating the business.
Gordon & Rees' client sold a restaurant to the defendants for $400,000. The parties entered into a series of agreements including a Deposit Notice, the PSA, and a Partnership Agreement. All of the agreements included the same payment terms, but most of the remaining conditions that obligated Gordon & Rees' client were only included in the PSA, which was signed a month after the Deposit Notice. After making half of the payments under the PSA, the defendants informed our client that no additional payments would be made due to alleged misrepresentations and breaches. The PSA obligated Gordon & Rees' client to provide two months of “A to Z” training to the defendants after the sale, and turn over the recipes/formulas for the restaurant, among other things. Neither party consulted counsel prior to entering the agreements, and Gordon & Rees' client relied on translation from the defendants to explain the terms of the agreements.
The defendants testified that the single most important factor in entering the PSA was the receipt of training and recipes. Our client testified that all recipes were made available to the defendants and training was offered for 60 days subsequent to the sale. It was undisputed that Gordon & Rees' client stayed on to work at the restaurant two months after the sale, yet the defendants still denied ever receiving training and stated no further payments would be made at the conclusion of the training period.
In a case that presented unique challenges due to a series of contracts drafted by the defendants in broken English and the use of translators throughout the trial, the court ultimately issued a decision in favor of Gordon & Rees' client on all its claims. The counter-claims against Gordon & Rees' client were all dismissed; defendants took nothing by way of their counter-claims, which included fraudulent misrepresentation.
Gordon & Rees will pursue attorneys’ fees and costs pursuant to an offer of judgment made before trial.