Tag Archives: CRS 12-61- 101

CapitalValue Advisors, LLC v. K2D, Inc., d/b/a Colorado Premium Foods; Kevin LaFleur; Don Babcock; and Triton Capital Partners, Ltd., 2013 COA 125 (August 15, 2013)

It is the promise, not the paper it’s written on, that makes a contract. Plaintiff is a capital advisory firm. It had an agreement with Defendants to help them find financing. Defendants later contracted with another firm that did secure financing for Defendants. Plaintiff sought to enforce a provision that entitled it to 4.5% of the financed amount. Defendants argued the agreement was void because two of three provisions violated CRS 12-61- 101 (brokerage laws) and CRS 11-51-604 (securities laws), and thus the whole agreement was void. The trial court agreed; the court of appeals did not. Looking to the number of promises in the agreement, the court held that, in essence, each provision was its own “contract” even though they were all memorialized in the same agreement. The two unlawful provisions were severed so the agreement was not void, and judgment for Defendants was reversed.

http://www.courts.state.co.us/Courts/Court_of_Appeals/Opinion/2013/12CA1396-PD.pdf

http://www.cobar.org/opinions/opinion.cfm?opinionid=9062&courtid=1

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