| Subject | Date Asked | Expert |
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| Structuring Start Up LLC Operating Agreement | 2/1/2009 | David K. Staub |
Q: Good morning, I am in process of forming an LLC. I will contribute the IP (our asset), have spend ...
A: Your question is an excellent one. One of the great things about an LLC is that the structure can ...
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| Is the contract Void? | 12/9/2008 | David K. Staub |
Q: I am a 50/50 partner in a LLC in MA. A long time ago, we entered into a contract/agreement with a ...
A: If the contract is with the LLC as you indicate, then the death of your partner is completely ...
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| Sour Partnership | 12/8/2008 | David K. Staub |
Q: How to get out of an LLC partnership 50-50 voting, when the other partner wont sign off(partner ...
A: Wade, This question depends on your state law and on your LLC operating agreement. Hopefully you ...
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| best business structure for us | 12/1/2008 | David K. Staub |
Q: I own a graphic design firm in Texas and it's presently a sole proprietorship. The business is run ...
A: There is no single right answer to your question. There are both advantages and disadvantages to a ...
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| LLC Liability - piercing the veil | 10/24/2008 | A. Hall, Minnesota Attorney |
Q: I set up an LLC to operate a Franchise restaurant. It has lost money since opening, but I kept it ...
A: To answer your question, yes, you are exposed to some risk. However, piercing the veil is difficult ...
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| s-corp rights | 10/20/2008 | A. Hall, Minnesota Attorney |
Q: I own a small construction business with two of my brothers.We have a verbal agreement that we are ...
A: YOU WROTE: Thank you in advance for any help. I own a small construction business with two of my ...
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| Me v.s. 3 partners | 10/17/2008 | A. Hall, Minnesota Attorney |
Q: I am in a business that has four partners and i am one of them. Me and my partners have two ...
A: It appears your rights as an owner are being violated, and you should speak with a business attorney ...
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| LLC's Liability | 10/5/2008 | A. Hall, Minnesota Attorney |
Q: We have an LLC in California. Generally if the LLC is dissolved and close down, can the creditors ...
A: In general, the purpose of an LLC (limited liability company) is to limit the liability of the ...
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| Corporation dissolution with contracts | 10/1/2008 | A. Hall, Minnesota Attorney |
Q: My Husband and I sold our business 18 months ago the buyer kept us employed and included in our ...
A: You asked: Is our no compete clause now voided as well as we have lost out on our stocks and have no ...
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| Buying Copyrights | 9/30/2008 | A. Hall, Minnesota Attorney |
Q: My father sailed around the world for 5 years and wrote a book about it. I finished and published ...
A: You can find a full answer to your question under the "Common Valuation Methods" heading about half ...
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| Question about partnership | 9/28/2008 | A. Hall, Minnesota Attorney |
Q: Maybe you can answer a question for me. I went into a small wedding partnership (New York) and the ...
A: From what you have told me, you and your partner had a contract, and your partner has breached the ...
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| reprints | 9/26/2008 | A. Hall, Minnesota Attorney |
Q: and reprintng all or part of an article from another source, is source acknowledgement sufficient, ...
A: That would apply to any source, including website, magazine, newspaper, etc. For more information, ...
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| reprints | 9/26/2008 | A. Hall, Minnesota Attorney |
Q: and reprintng all or part of an article from another source, is source acknowledgement sufficient, ...
A: Under copyright law, you must have permission to reprint something. In other words, the owner of the ...
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| LLC Capital Contribution and Re-allocation | 9/17/2008 | A. Hall, Minnesota Attorney |
Q: how should an LLC owner fix a mistake he made in organizing his LLC? Here is his situation: The ...
A: First, you should contact a business attorney in your area. The attorney should review your LLC's ...
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| Choosing jurisdiction in contracts | 9/9/2008 | A. Hall, Minnesota Attorney |
Q: I am a consultant. I have a C corp with sub-S status. My corporation was created in Maryland. I ...
A: The general rule is that you should use the laws from whatever jurisdiction is most favorable to ...
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| LLC Formalities | 9/4/2008 | A. Hall, Minnesota Attorney |
Q: I understand that when representing one's LLC that they should have it read: My Company, LLC. One ...
A: No, it does not need to be corrected. If this was an unintentional mistake (not an attempt to hide ...
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| eBay Consignment Law | 9/4/2008 | A. Hall, Minnesota Attorney |
Q: I operate an eBay consignment business. I have two clients who have ignored my attempts to contact ...
A: As you presumed, the answer to this question depends on what state you live in. For this reason, I ...
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| Corporate Dissolution | 9/3/2008 | A. Hall, Minnesota Attorney |
Q: If I have a contract to buy service for 3 years from a company, and after about a year or so, I want ...
A: Great question. Let's start with a few assumptions to be sure I have the facts straight: If the ...
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| Copyright Holder | 9/3/2008 | A. Hall, Minnesota Attorney |
Q: I wrote a couple of articles (in 2007), where I transferred the copyright and proprietary rights, in ...
A: Did you already transfer the copyright or does the copyright transfer upon acceptance of the ...
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| How many days to cancel any contract? | 8/28/2008 | David K. Staub |
Q: My daughter purchased a wedding dress yesterday and after much thought, realized that she no longer ...
A: There is no mandated cancellation period for most purchases. Many consumers are under the ...
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| Sole proprietorship to LLC | 8/26/2008 | David K. Staub |
Q: My wife owns a Nail Salon in Carroll county, Maryland. She is sole owner and now she change it to ...
A: From a federal tax standpoint it makes no difference. As far as the IRS is concerned, the single ...
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| ONLINE ADVERTISING CONTRACT | 8/25/2008 | David K. Staub |
Q: I am starting a online bridal guide and no very little about online advertising contracts for my ...
A: Katrina, Congratulations on starting your new online bridal guide. I have forms that I have used ...
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| Sole proprietorship to LLC | 8/24/2008 | David K. Staub |
Q: My wife owns a Nail Salon in Carroll county, Maryland. She is sole owner and now she change it to ...
A: Ty, Unfortunately you discovered one of the most over-looked pitfalls in transferring assets of a ...
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| Leaving a Partnership | 8/22/2008 | David K. Staub |
Q: I am in a partnership with 2 other partners(50%,25%,25%). There is currently only a verbal ...
A: Yours is unfortunately a very typical set of circumstances in start-up companies. Two or more ...
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| Non compete & defamation of character | 8/14/2008 | A. Hall, Minnesota Attorney |
Q: My husband quit his job and now works for a new plumbing company. We live in Florida (right to work ...
A: YourEven though he signed a non compete doesn't he have the right to provide for his family? ...
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| How to value an exiting owner's interest in an LLC | 8/6/2008 | A. Hall, Minnesota Attorney |
Q: I am involved in a partnership (LLC) with two other partners. We have been in business for almost 2 ...
A: The first place to look to resolve this question is in your LLC member's agreement. That agreement ...
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| Business Buyout | 8/4/2008 | David K. Staub |
Q: I have a partner in a sub s corp who has been attempting to buy me out since last March, 2007. His ...
A: I assume that you have litigation pending against either your "partner" (really a shareholder) or ...
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| Lose the copyright of a photo that I allow to be used? | 8/3/2008 | A. Hall, Minnesota Attorney |
Q: I design photo books for clients using their personal photos and some of my photos. Is it okay for ...
A: It appears that you are wondering whether you are giving away your copyright if you use one of your ...
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| LLC question | 8/3/2008 | David K. Staub |
Q: I will try and make this as short as possible. In 2006 I started a LLc business. I had a friend who ...
A: Sorry for the delay in responding, but I was out of town for a few days. Since Monday has come and ...
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| personal guarantee | 8/1/2008 | A. Hall, Minnesota Attorney |
Q: I am in the process of gathering information as to which entity would better suit me in my start up ...
A: No. A personal guarantee has nothing to do with the business entity type you select (LLC, S Corp, C ...
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| Sue my partner personally for his wrongful acts? | 7/31/2008 | A. Hall, Minnesota Attorney |
Q: I, 20%, started a company with 2 partners in April 2000. Despite the fact that we were a fairly ...
A: Answering your question poses a couple challenges: First, you mentioned that you have already hired ...
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| Non profit organization | 5/15/2008 | David K. Staub |
Q: I was told by my wife that some law firms will set your non profit up for you for free because they ...
A: Many law firms, particularly very large law firms, will provide pro bono (i.e., free) legal services ...
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| Non-compete agreement with a minor | 5/11/2008 | David K. Staub |
Q: My daughter (Florida state of residence) recently turned 18 (last month) and just terminated a job ...
A: Typically, minors cannot enter into binding contracts. The contract does not become valid just ...
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| Purchasing a Medical Office | 5/9/2008 | David K. Staub |
Q: I have a client who would like to purchase a commercial condominium for a medical office. Her ...
A: The main advantage of having separate entities is that the liabilities of the professional practice ...
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| Dissolving an S Corporation | 5/7/2008 | David K. Staub |
Q: I am 50/50 with a partner in an S-Corporation IL. I would like to dissolve the corporation and she ...
A: In the absence of a provision in the articles of incorporation to the contrary, a 50% shareholder ...
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| non-payment of consignment from large auction house | 5/6/2008 | David K. Staub |
Q: Almost 1 year ago I entered into a consignment contract with a well known large sports memorabilia ...
A: Unfortunately, the cost of using the legal system to pursue a claim of $3,000 makes suing them in ...
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| salon non-compete | 5/5/2008 | David K. Staub |
Q: I have been at my salon for 4 years. when i started I signed a non-compete agreement (which i ...
A: The answer may be that your original non-compete agreement will still be enforceable, but the answer ...
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| LLC and personal liability | 5/1/2008 | David K. Staub |
Q: I have recently formed a single member LLC. I am an independent contractor and formed the LLC for ...
A: A single member LLC is a legitimate shield from certain types of liabilities, but there are many ...
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| Divorce | 1/16/2008 | David K. Staub |
Q: I am in the process of getting a divorce but I am starting up a company in Texas (where I live so ...
A: This is a question for a divorce lawyer, not a business lawyer. Divorce laws dealing with division ...
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| Modifications to Contracts | 1/8/2008 | David K. Staub |
Q: 2 related questions: 1) If I have a contract with a customer to provide ongoing services for a ...
A: 1) If the contract already provides that you can modify the fee or fee structure with 90 days ...
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