Cengage Advantage Books: Law for Business 18th Edition by John Ashcroft ,Janet Ashcroft

تمرين 5

To organize West Valley Surgical Center (WVSC), Welden Daines and Richard Vincent signed a memorandum of understanding (MOU) giving Daines $150,000 plus expenses to provide Ambulatory Surgical Centers Group (ASC) a list of physicians from West Valley City. A founder of ASC, Vincent signed under the heading "ASC." Daines supplied a list of physicians and negotiated with ASC on behalf of physicians, but felt he was also negotiating on behalf of ASC. He told Vincent he was uncomfortable, and they orally agreed he would forego the $150,000 in exchange for eight Class II shares of WVSC. WVSC was formed with ASC as a member. The Boyer Company orally agreed to pay Daines $50,000 if its site were chosen for WVSC. That site was chosen, and Daines requested $50,000 from Boyer. Boyer said it would pay when WVSC leased the premises. ASC agreed to pay Boyer $6,000 in expenses if Daines signed a release. It stated that Daines released WVSC and its members "from any and all liabilities and or claims … [for] services rendered to…Valley West Surgical Center or on behalf of its members… for any services connected with the organization, development and operation" of WVSC. The release said, "it encompasses… any prior agreements or discussions whether written or verbal." Daines signed the release and received $6,000. After Boyer paid $50,000, Daines asked Vincent for eight shares of WVSC. Vincent refused, so Dames sued ASC and Vincent for breach of an oral contract for the shares. Should he succeed?