If a person signs a contract in their own name, is it binding on any corporation thatthe person may later form?

Get Legal Help Today

 Secured with SHA-256 Encryption

If a person signs a contract in their own name, is it binding on any corporation thatthe person may later form?

I have a contract with a staffing agency saying that I have to go through them the next time I want to work for the client they placed me at (for the next 2 years). I now have opened my own S-Corp company. Can I work directly for the client through my new company or does the contract that I signed also apply to my S-Corp?

Asked on March 30, 2011 under Business Law, Illinois

Answers:

SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 10 years ago | Contributor

No, *you* can't work for the client; it's not that the contract applies to your S-corp, but it still applies to you personally. This sort of contract--or related ones, such as a non-compete or non-solicitation--bind the signing employee personally, regardless of what company or entity he or she is working for. (If that wasn't the case, these agreements would be worthless--everyone would open an S-corp or LLC and work under that entity to avoid them.)

It may be the case that your S-corp can work for the client and, for example, hire someone to do the work, so long as you do not personally do the work...though you need to check the exact wording, language, terms etc. of the agreement to determine this.


IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although AttorneyPages.com has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.

Get Legal Help Today

Find the right lawyer for your legal issue.

 Secured with SHA-256 Encryption