In the case of Coopers Lybrand v. Fox, the court held:
1) a promoter is personally liable for the contracts he makes.
2) a promoter is only liable to a creditor if there is an express written agreement to be held liable for the obligations of incorporation.
3) a promoter may only be released from liability by an express agreement.
4) a promoter is not liable for a corporation's debts, and a creditor should look solely to the corporation for payment.