NMN Fabrics, a company that provides sales services, and Sommers Plastic Products Company, Inc., a company that

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NMN Fabrics, a company that provides sales services, and Sommers Plastic Products Company, Inc., a company that sells and distributes textiles, agreed to a three-year contract in 2001. NMN were to provide sales services for Sommers’s business in North America. The contract stipulated that after the three-year period, it would be renewed automatically on a yearly basis unless the parties provided notice of termination 30 days before it expired. 

In December 2013, Sommers formally terminated the contract. NMN subsequently brought an action against Sommers alleging breach of contract, seeking unpaid commission fees. Sometime prior to the termination of the contract, NMN had lost its status as a corporation because it had failed to pay the yearly registration fee. NMN’s corporate status was reinstated, albeit with a slightly different name and with a different corporate ID number. Sommers pounced on this loss of corporate status to assert that NMN did not have the right to sue. In making this argument, Sommers cited Harris v. T.I., Inc., where the presiding court held that a terminated corporation’s claim must have accrued prior to the date of the corporation’s termination. 

Do you think the cited case is analogous to the case at hand? Define corporation by estoppel and explain how this doctrine could be applicable to the case and what the consequences would be to both parties if it were applied.

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Dynamic Business Law

ISBN: 9781260247893

5th Edition

Authors: Nancy Kubasek, M. Neil Browne, Daniel Herron, Lucien Dhooge, Linda Barkacs

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