A few weeks ago I wrote a blog post on corporate entities, including General Partnerships and Limited Partnerships. Here’s what I said about General Partnerships, which I’m going to expand on in this post:
The first thing I should point out is that if you start working with other people, and don’t pick a legal entity, in many cases, the state will pick one for you. And to quote my colleague @indiegamelawyer, it will usually pick the worst possible one. Namely, a general partnership.
A general partnership is the oldest form of legal entity. Once two or more people start engaging in a common business enterprise they can form a general partnership without even realizing it – it happens by operation of law in many jurisdictions. (Alternately, you can formally create one by entering into a partnership agreement.) Basically, everyone participating is a general partner, usually able to contract on behalf of the partnership, usually having an equal right to manage the partnership, and usually liable for all debts incurred by the partnership. The takeaway here is that if you’re going to go into business with someone, you need to form an entity deliberately or you may very well enter into a general partnership without even knowing it and without any control over the form of the partnership.
NOTE: Formally created General Partnerships are usually identified by the word “Partners” or “Partnership” in their names. They are governed either by the law of the state where they form, or by their Partnership Agreements. They are owned and operated by Partners.
Now, what I want to call your attention to in particular is the text in bold in the above quote. “By operation of law” means that the law says when the conditions are met, the partnership forms, will ye, nil ye. You can’t stop it, and you don’t have to do anything other than meet the conditions. What those conditions are will vary by jurisdiction, but in many US states it’s either a part of the common law or the principle has been transferred into a statute (a law passed by a legislature) which works pretty much the same way.
(In some jurisdictions this post may be considered ATTORNEY ADVERTISING.)
I am raising my hourly and standard fixed fees as of October 1, 2018. I’ll still be charging less than most lawyers with my qualifications and experience, but I will be increasing what I charge to reflect the fact that the world’s not getting any cheaper.
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As always, thanks for reading!
(The author provides legal services related to the topic of this post. In some jurisdictions this may be considered ATTORNEY ADVERTISING.)
A Tweet I got this evening:
@legalinspire Would you happen to have a blog entry explaining the difference between incorporating and an LLC… maybe?
— Namie’s Books (@NamiesBooks) August 6, 2018
Well, I am nothing if not accommodating, as long as it doesn’t, you know, involve much actual work. And for a transactional lawyer, answering this question doesn’t really involve much work. So here we go! Read The Rest
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Previous posts on Cockygate:
Romance Author Gets Unduly Cocky Over Registered Trademark: http://legalinspiration.com/?p=503
#Cockygate Take Two: This Time It’s Judicial: http://legalinspiration.com/?p=538
Well, it’s been a weird ride. And although it seems like it’s been forever, in Federal court case terms, it’s been a fairly short one. Yesterday Faleena Hopkins and Hop Hop Productions filed a Motion to Dismiss with Prejudice in Hop Hop Productions Inc. v. Kneupper et al:
If the judge grants the motion, and he almost certainly will, this means is that neither plaintiff (Ms. Hopkins or her company Hop Hop Productions) can file another lawsuit against the same defendants for the same legal causes of action based on the same facts. (That’s the “with prejudice” part.)
So is the #Cockygate closed? Will our sexy roosters now stay safely within the barnyard of alpha romance tales?
I was flattered to be asked to appear on the “Deadman’s Tome” podcast recently. While the podcast is primarily oriented toward horror fans, the host, “Mr. Deadman,” ran across the #CockyGate saga on Twitter and wanted to discuss the general issue of registering simple words as trademarks for book series. We talked about what trademarks are, how they work. and what’s going on with the #CockyGate lawsuit and PTO process. We also talked about lootboxes and I displayed my utter inability to commit to a favorite horror movie. Check it out!
As always, thanks for reading!