Douros Realty & Construction Co. had a lead on a “prime” piece of real estate.
Although Douros did not have a listing agreement with the seller of the property, he
contacted Kelley Properties. Douros knew that Kelley was looking for a location for a
commercial development. Douros contacted Kelley stating only that he had the “finest,
most outstanding, viable location in the county and it just came on the market.” Douros
said he would reveal the location of the property and the owner’s name if Kelley would
sign an agreement which would require Kelley to pay a 10% commission if a sale of the
property resulted. The agreement was signed. Four months later, Kelley bought the
property after negotiating the deal himself. Kelley claims he does not owe a
commission to Douros because there was insufficient consideration to support the
payment of commission so large. Kelley claims that all Douros did in the entire
transaction was to reveal the location of the property and the owner’s name. Was there
sufficient consideration to make this promise enforceable?
A corporation must have a registered agent within the state of incorporation only if the
corporation maintains an office in that state.