Your Business Deserves To Thrive

Multiple Owners

The Complexities of Partnership Agreements

Partnership agreements are rarely as simple as people think they are. I spent a lot of time working on partnership agreements. What I find interesting is a lot of people think partnership agreements are simple. Give me a standard partnership agreement. We’re just doing a normal partnership agreement. These are the types of statements I might hear when somebody’s calling…

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Where’s the Emergency Exit?

We do a lot of work crafting partnership agreements. If you’ve been a frequent reader of our blogs, you’ll know it’s something we talk about often in length. But one of the keys to partnership agreements is to have an exit strategy. So often, when we have problems in partnerships, it’s because the partners have decided to go different directions…

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When a Business Partnership Turns Out To Be Not What Was Expected (Part II)

Shortly after Hogan was brought in as a 1/3 owner of Turbine Asset Holdings, LLC (“TAH”), he began helping TAH with business opportunities using his contacts and expertise. [1] One of those business opportunity involved Pratt & Whitney (“Pratt”), which was expected to be a very significant inventory management opportunity worth at least $80MM of a net profit.  Hogan led…

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When a Business Partnership Turns Out To Be Not What Was Expected (Part I)

The R. Shawn McBride Law Firm, PLLC, frequently writes about a partnership, LLC, and multi-owner entities.  Mostly we have discussed cases or situations where business partners start out on good terms, have a spirit of teamwork and sincerely eager to start a partnership, only to see their relationship weaken over time due to disagreements over management, ownership, or other issues. …

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How to Protect Yourself When Things Fall Apart (Part IIII)

In Mizrahi v. Cohen, [1] a dentist and an optometrist formed a limited liability company for the purpose of the construction and operation of a mixed-use building in which they intended to set up their individual offices.  They did not have an LLC agreement at the time the LLC was formed but it was implemented a few months later when…

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How to Protect Yourself When Things Fall Apart (Part III)

In Saunders v. Firtel, as in Cline v. Grelock, the two business partners were close friends. [1] Firtel was the sole owner of Adco, a pharmaceutical sales corporation and Saunders worked as a sales representative for a medical supply company.  In 1986, the two agreed to enter into a formal business relationship which included Saunders to obtain a 49% shareholder…

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How to Protect Yourself When Things Fall Apart: Business Partnership, Disagreement, and Dissolution (Part II)

In Cline v. Grelock, [1] the business partners were two-lifetime friends who started a towing business called American Asset Recovery, LLC (“AAR”) d/b/a Hound Dog Recovery.  To start the business, Grelock and Cline personally guaranteed a bank loan for AAR to buy a motor vehicle for the business.  The business did not succeed. It had significant debts and did not…

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What to Do When a Business Partner Withdraws? Interpretation of Payout Provisions Under a Partnership Agreement

If you have been reading our blogs, you know that we write and speak often about countless issues involving business partnership, including the four Ds (death, disability, divorce, and disagreement).  Although many business owners starting a new business may think it won’t happen to them, the truth of the matter is that businesses are certain to experience at least one…

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Can Others Hold Me Liable as a Partner, When I Am Not a Partner? (Part III)

Branscome v. Schoneweis In Branscome v. Schoneweis, Schoneweis and Woodrum, who were brothers-in-law, were associated with the operation of a live stockyard called Tallula Cattle Company (“Tallula”). [1] Schoneweis was the owner since he provided the initial working capital and Woodrum was the manager who was entitled to an equal share of commissions on the sale of all cattle of…

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Can Others Hold Me Liable as a Partner, When I Am Not a Partner? (Part II)

Cox Enterprises, Inc. v. Filip In Cox Enterprises, Inc. v. Filip, Filip was the owner of Trans Texas Properties and Elliott was not. [1] One of its employees filled out a credit application to obtain newspaper advertising services for the business and falsely listed Elliott as an owner. [2] The employee had no authority to make such representation and Elliott…

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