Uptown Grill, L. L.C. v. Camellia Grill Holdings, Inc.

EDITH BROWN CLEMENT, Circuit Judge:

An attempt to simultaneously sell a restaurant and license associated intellectual property has led to ten years of litigation in state and federal court. Camellia Grill Holdings, Inc. ("CGH") appeals the district court's most recent attempt to adjudicate the dispute. We affirm in part and reverse in part.

FACTS AND PROCEEDINGS

Michael Shwartz and his family owned and operated the Camellia Grill restaurant on Carrollton Avenue (the "Carrollton restaurant") for decades. He operated the business-the single restaurant-through a wholly owned corporation, Camellia…