In December 2010, 55 Day Spa, Inc., signed a three-year lease with TY Builders LLC to rent

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In December 2010, 55 Day Spa, Inc., signed a three-year lease with “TY Builders LLC” to rent premises owned by Ilan Weiss. The rider to the lease, detailing rent due and other provisions, was between “TY Builders II LLC” and 55 Day Spa. The rider was signed by Weiss, as managing member of TY Builder II LLC, and the defendant William Peterson, as president of 55 Day Spa. A personal guarantee was given by Peterson to “TY Builder II,” guaranteeing payment to the landlord personally under the terms of the lease. Less than three months after the lease had been signed, Peterson, on behalf of 55 Day Spa, informed Weiss that 55 Day Spa would be vacating the premises. TY Builders II, Inc., sued 55 Day Spa to recover damages for breach of the lease, including unpaid rent and late fees. An amended summons and complaint were thereafter filed, listing the plaintiff as “TY Builders II, Inc., d/b/a TY Builders LLC, d/b/a TY Builders II LLC, d/b/a TY Builder II LLC, or d/b/a TY Builder II.” 55 Day Spa moved for summary judgment, arguing that the entities named on the documents did not legally exist at the time the documents were signed and thus lacked capacity to enter into the lease. Therefore, the entities lacked standing to file the suit. What doctrines does the plaintiff have available to it to counter 55 Day Spa’s argument?

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Dynamic Business Law

ISBN: 9781260733976

6th Edition

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

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