Business Law Legal Ethical Global and E Commerce Environment - Assignment Example

1. How to File a Civil Suit Civil suits range from contracts to suits on tort. The process of filing the different types of suits is in most cases similar safe for the method adopted by each state. Generally, one files a complaint by first filing a complaint form which is a standard form containing the particulars of the complaint. This contains the names of the complainant and the accused as well as their addresses. Plead both the territorial and pecuniary jurisdiction. State the cause of action and set forth the prayer for relief. The form should be signed and filed together with the summons, which notifies the defendant that he or she has been sued. This is filed at the relevant registry and then served upon the defendant(s). Once the defendant is served personally, he is supposed to sign the summons and file a reply to the summons within a stipulated time. If he opts not to reply, he shall be deemed to have received the summons within a time stipulated by the relevant law. 2. When an Attorney will represent a Client on Contingency Basis When Filing a Suit for Tort A contingency fee refers to where the lawyer is paid if and only if the plaintiff wins or there is a settlement. The reason why clients opt for this method is that they fear the risk of loss. They also want the lawyers to finance them. Others are desperate and have no money to finance the suit. Lawyers on their side accept contingency fee because it is the practice of the particular law firm while others work on a fee per hour basis. Disadvantage is that it compromises the choice of a lawyer. 3. Contract for a sale of interest in land I …………………….of identity number…………. (Herein called ‘the seller’) have on this 8th day of March 2013 agreed to sell plot no.Eld 1234/10 of 20 hectares to …………………. Of identity number…………….…. (Herein called “the buyer”) Witnessed by: Name…………………ID…………………Sign………………….. Name…………………ID…………………Sign………………….. 4. Lenny is an agent who works for a number of principals as an intermediary in sale of plots in Ontario. I interviewed him on his work and he said that he works on contract basis by securing buyers of plots and auctions for the best price for the plots sold. He receives a 10% commission on every plot he sells above the principal’s price. 2) They get their contracts through written agreements with the principals who are his clients. The statutes of frauds do however not cover the contracts 3) Lenny became an agent through practice where he used to bargain on behalf of those selling pieces of land and paid for the same. And testament as Sample Partnership Agreement THIS PARTNERSHIP AGREEMENT is made this 8th day of March 2013 by And between BOB JONES, BILL DUNN and MAC SMITH. Section 1: Explanatory Statement The parties hereto desire to enter into the business of purchasing, acquiring operating, leasing, owning and selling lawn mowers, including but not limited to that certain parcel of land, and all improvements constructed thereon, described as BOX NO.134,NEWYORK and engaging in any other lawful phase or aspect of lawn service. In order to accomplish their previously mentioned desires, the parties hereto desire to join in a general partnership under and pursuant to the Uniform Partnership Act, amended from time to time (the "Act") NOW THEREFORE, in consideration of their mutual promises, covenants, and agreements, and the Explanatory Statement, which Explanatory Statement is incorporated by reference herein and having made a substantive part of this Partnership Agreement, the parties hereto do hereby promise, covenant and agree as follows: Section 2: Principal Place of Business The principal office and place of business of the Partnership (the "Office") shall be located at Angell Road. Section 3: Business and Purpose 3.1.The business and purposes of the Partnership are to manage, and operate, lawn service business (the "Lawns"), or interest therein, including but not limited to that certain parcel of land and such other businesses and purposes as the Partners may from time to time determine in accordance with Section 8 of this Agreement. Section 4: Term The Partnership shall commence upon the date of this Agreement, as set forth above. Unless sooner terminated pursuant to the further provisions of this Agreement, the Partnership shall continue without defined term. Section 5: Capital Contribution 5.1. The original capital contributions to the Partnership of each of the Partners shall be made concurrently with their respective execution, acknowledgement, sealing and delivery of this Agreement in the following dollar amounts set forth after their respective names: Partner 1: Capital contribution includes his existing lawn capital as of January 1st 2010. Lawn capital is estimated, with a 5% margin of error, at 190 acres valued at approximately $ 775,000. An additional cash capital contribution of $180,000 will also be made. Capital contribution does not include any equipment, buildings, or open land. Partner 2: Capital contribution is $180,000 to be financed by Partner 1or another lender. Partner 3: Capital contribution is &180,000 to be financed by partner 3. Section 6: Profit and Loss Partner 1: 70 % Partner 2: 16 % Partner 3: 14 % Section 7: Distribution of Profits 7.1. Generally, gross cash distribution in proportion to Partners percentages of partnership interest, will be made based on the scheduled payments of processors or within 60 days of payments being made. Section 8: Management of the Partnership Business 8.1. All decisions respecting the management, operation and control of the Partnership business and determination made in accordance with the provisions of this Agreement shall be made based upon a majority share of the partnership in favor of the decision. 8.2. The Partners shall devote to the conduct of the Partnership business so much of their respective time as may be reasonably necessary for the efficient operation of the Partnership business. At this time, both partners expect to contribute approximately 2,500 hours annually. To the extent that partners cannot devote adequate time to the business due to health, outside ventures, jobs or other reasons said partner will be responsible for finding replacement labor and covering the costs of said labor. Section 9: Salaries Unless otherwise agreed by the Partners in accordance with Section 8 of this Agreement, no Partner shall receive any salary for services rendered to or for the Partnership. At the discretion of majority partner the minority partner will be eligible to receive up to 1% of the total equity interest in the operation per year based on performance of the Partner and the Partnership. It is the intent of the majority partner to begin making this transfer after 2 years. Section 10: Legal Title to Partnership Property Legal title to the property of the Partnership shall be held in the name of or in such other name or manner as the Partners shall determine to be in the best interest of the Partnership. Without limiting the foregoing grant of authority, the Partners may arrange to have title taken and held in their own names or in the names of trustees, nominees or straw parties for the Partnership. It is expressly understood and agreed that the manner of holding title to property (or any part thereof) of the Partnership is solely for the convenience of the Partnership, and that all such property shall be treated as Partnership property subject to the terms of this Agreement. Section 11: Banking All revenue of the Partnership shall be deposited regularly in the Partners private savings. Checking accounts at such banks shall be as selected by the Partners. The partners will not borrow any money by or on behalf of, the Partnership. Section 15: Purchase upon Bankruptcy or Retirement 15.1. Upon the Bankruptcy or Retirement from the Partnership, the Partnership shall neither be terminated nor wound-up, but, instead, the business of the Partnership shall be continued as if Bankruptcy or Retirement, as the case may be, did not occur. However, the Partnership shall purchase and the Withdrawing Partner shall sell all of the Partnership Interest and Partnership Rights (the "Withdrawing Partner's Interest") owned by the Withdrawing Partner in the Partnership on the date of such Bankruptcy or retirement (the "Withdrawal Date"). The Partnership shall, by written notice addressed to the Withdrawing Partner or to the legal representative of a bankrupt Partner, fix a closing date for such purchase, which shall be not less than seventy-five (75) days after the Withdrawal Date. The Withdrawing Partner's Interest shall be purchased by the Partnership on such closing date at a price (the "Withdrawing Purchase Price"), which shall be 93%Appraised Value less the startup assistance of $45,000 (as defined in Section 18.1 of this Agreement.) 15.2.The aggregate dollar amount of the Withdrawing Purchase Price shall be payable in cash on the closing date, unless the Partnership shall elect prior to or on the closing date to purchase the Withdrawing Partner's Interest in installments as provided in Section 19 of this Agreement. 15.3. The address of each partner is set under his signature at the end of this Agreement, and each partner agrees to notify the Partnership of any change of address. The address of the Partnership shall be its principal office. Section 23: Governing Law It is the intent of the parties hereto that all questions with respect to the construction of this Agreement and the rights, duties, obligations and liabilities of the parties shall be determined in accordance with the applicable provisions of the laws of the State of New York. Section 24: Miscellaneous Provisions 24.1. The Partners agree that they and each of them will take whatever action or actions as are deemed by counsel to the Partnership to be reasonably necessary or desirable from time to time to make the provisions of intent of this Agreement. The Partners agree that they will execute, acknowledge, seal and deliver any further instruments or documents which may be necessary to give force and effect to this Agreement or any of the provisions hereof, or to carry out the intent of this Agreement, or any of the provisions hereof. IN WITNESS WHEREOF, the parties hereunto set their hands and seals and acknowledged this Agreement as of the date first above written Partner 1 Sign………………… Partner 2 Sign…………………. Partner 3 Sign…………………… 1) The partnership meets the following requirements of a valid contract. Legal Capacity-The parties have the capacity to enter into a contract since they are all of a majority age. Offer- Acceptance- 2) The contract above falls within contracts whose performance extends beyond one year as provided under statute of frauds. 3) The advantages of this kind of partnership are that the burden of initial contribution of the partnership is shared amongst the partners and so are the losses. It also has a limited liability meaning that incase of bankruptcy, the personal property of the individual members cannot be sold to recover the debts of the creditors. 6. Marc Ken is an owner of a laundry shop estimated at $12000; he has worked for over 1 year with assistance from his family. He has not incorporated the business since it appears to him complex and a waste of time. The disadvantages of incorporation he says are that the initial capital is high and he could not raise the capital. 2) Limited liability, he says encourages mismanagement of the funds since the partners are not made accountable by attaching their personal property. 3) A limited liability is important as it separates personal property from the property of the business and makes the business a separate legal entity, which has the power to own property, to sue and to be sued. Sole proprietorship A single person runs a business. The person is sole proprietor. The proprietor contributes the capital and so does he manage it and shares all the profits and losses alone. The sole proprietor simply seeks a license to conduct the business from the local authority mandated to issue such business license. This issuance of the license is subject to compliance with the relevant law. It ends upon the death or bankruptcy of the sole proprietor. The advantages are that it easier to raise capital to start the business. The sole proprietor enjoys all the profits alone. Decision-making is also easier and fast. Corporation A corporation is a business unit with a separate legal entity and is started by filing an ‘Articles of association’ and a ‘memorandum of association’. In the state of Mississippi, an ‘Articles of incorporation’, which contains the particulars and the addresses of the corporation, purposes and management of the corporation is sought. The bylaws and the qualifications of the directors are often required. Corporation is ended upon dissolution by the majority of the owners through mutual consent, dissolution by the relevant authorities whenever they act ultra vires, withdrawal of the partners to a number less than the legally required The advantages of a corporation are that the corporation becomes a separate legal entity different from the owners. It can therefore sue and be sued on its own name and property. Moreover, the shareholders in a corporation have a limited liability. Partnerships Partnership occurs when two or more persons combine to operate a business. It is formed through the signing of a partnership agreement, which contains the duties and the rights of the partners as well as the mode of operation and sharing of profits. All partners must sign the agreement. “The advantage of this form of business is that the partners have a limited liability to the debts of the creditors” (Miller 58). It is dissolved upon a mutual agreement of the partners, bankruptcy of any of the partners or upon acting ultra vires. 7. a) A title search is important as it establishes the true ownership of the property in question and also confirms to the prospective buyer that the said property has no encumbrances whatsoever b) Joe as a mortgagor has the responsibility of paying the mortgage price when and if it accrues c) Joe is the principal and has the duty to pay Galy who is the agent in the agency agreement. d) Gail is the agent and therefore has the duty to perform his duties with due diligence. He is required to disclose any interest he has which may conflict with his and not to disclose to any third party about the agency agreement. e) The contract between Joe Smith and the mortgagor falls within the statute of frauds because it is a contract beyond one year. f) The three different agents are Gail Bowers, the bank and Sam Cole whose principals are Joe, the Mortgage Company and Gail respectively. 8. Don Mark owns an upholstery shop in New York Street and usually buys cotton wools for making the seats from my shop along Bank Street. He however stores the goods in my store whenever he comes to buy them as he looks for transport means to his upholstery. He says that his responsibility as bailee is to act with due diligence and to ensure that the goods are free from any encumbrances. He has a duty to insure the goods against loss. He knows that the bailment ends upon the lapse of time, which both parties specify, or upon taking the goods to his upholstery whichever comes first. A bailment for the mutual benefit of the parties is created when there is an exchange of performance between the parties for instance a bailment for the repair of an item. The bailee in this case is held to a standard of ordinary or reasonable care. 9) A draft is an unconditional order to pay by which a party creating the draft (drawer) orders another party (the drawee) to pay money to a third party (the payee) for example a check. A promissory note is a written promise made by one person to pay a fixed sum of money to another person on demand or at a specified future time Certificate of deposit is a note which a bank or similar financial institution acknowledges receipt of money from a party and promises to re [pay the money plus interest to the party at a certain date. For an instrument to be negotiable, it must be signed by the maker/drawer. It must also contain an express order or promise to pay. It must state a fixed amount of money. It must also state the time of payment that is on demand, at sight or upon presentment. It must also be payable to the order of an identified person or an identifiable person or order. 10. LAST WIIL AND TESTAMENT Of Mitchell Dean 1324/13 NEWYORK 1. Declaration I hereby declare that this is my last will and testament. That I hereby revoke, cancel and annul all wills and codicils previously made by me either jointly or severally. I declare that I am of a legal age to make this will and of sound mind and that, this last will and testament expresses my wishes without undue influence or duress. 2. Family Details I am married to Mr. Ann Will herein referred to as my spouse. I have the following children: Name: Mike Dean Date of Birth 1/4/1995 Name: Luis Dunn Date of Birth.6/8/2005 3. Appointment of executors 3.1 I hereby nominate, constitute and appoint Robert Smith as Executor or if this Executor is unable or unwilling to serve then I appoint Boyle Need as alternate Executor. 3.2 I hereby give and grant the executor all powers and authority as are required or allowed in law and especially that of assumption. 3.3 I hereby direct that my executors shall not be required to furnish security and shall serve without bond. 3.4 Pending the distribution of my estate my executors shall have authority to carry on any business venture or partnership in which I may have any interest at the time of my death. 3.5 my executors shall have full and absolute power in his/her discretion to sell all or any assets of my estate whether by public auction or private sale and shall be entitle to let any property of my estate on such terms and conditions as my be acceptable to my beneficiaries. 3.6 My executors shall have authority to borrow money for any purpose connected with the liquidation and administration of my estate and to that end may encumber any of the assets of my estate. 4. Guardian 4.1. Failing the survival of my spouse as natural guardian, I appoint Mrs. Lynn Nelly or failing him/her, I appoint Radon Smith to be the legal guardian of my child named: Luis Dunn. Until such time as they attain the age of 21 years 4.2 I direct that my nominated Guardian shall not be required to furnish security for acting in that capacity. 5. Beneficiary I bequeath the whole of my estate, property and effects, whether movable or immovable wheresoever’s situated and of whatsoever nature to my spouse Mr. Ann Will. 6. Alternate Beneficiaries 6.1 Should my spouse not survive me by thirty(30) days I direct that the whole of my Estate, property and effects whether movable or immovable wheresoever’s situated and of whatsoever nature be divided amongst my children named in 2 above in equally shares. 6.2 Should my said spouse and I and my children all die simultaneously or within 30 days of each other as a result of the same accident or calamity, then and in that event, I direct that the whole of my estate, property and effects whether movable or immovable wheresoever’s situated and of whatsoever nature shall devolve as follows: New York Children’s Home 30% Mr. Doyle Nathan 20% My extended family 50% 7. Special requests I direct that on my death, my remains shall be buried at New York Cemetery and all funeral expenses shall be paid out of my estate. 8. General 8.1 Words signifying one gender shall include the others and words signifying the singular shall include the plural and vice versa where appropriate. 8.2 Should any provision of this will be judged by an appropriate court of law as invalid it shall not affect any of the remaining provisions whatsoever. Signed on this 10th day of March 2013 at this location New York Hotel in the presence of the undersigned witnesses SIGNED……………. WITNESSES As witnesses we declare that we are of sound mind and of legal age to witness a will and that to the best of our knowledge we know the creator of this will ,is of legal age to make a will, appears to be of sound mind and signed this will willingly and free of undue influence or duress. We declare that she signed this will in our presence as we then signed as witnesses in her presence and in the presence of each of the witness, all being present at the same time. Under penalty of perjury we declare these statements to be true and correct on this 10th day of March 2013 at this location, New York. Witness 1 Name: Rod Rodney Address: 40 New York Signature: Witness 2 Name: Neil Armstrong Address: 10, New York Signature: 2) A will is important as it ensures that your property is well managed even after your death. It also assists those beneficiaries who may be disadvantaged to get something out of the estate of the deceased. 3) A living will informs your healthcare providers and family about your desires for medical treatment in the event that you are not able to speak for yourself. 4) Smith and Dan are 56 and 63 years respectively. I interviewed them on why both of them have wills. They conquer that a will ensures that their property is not misused even after their deaths. They also made wills to ensure that the disadvantaged beneficiaries are not sidelined from inheriting even after their deaths. 5) Danielle Company Advocates work in western Canada. I called them to inquire how much they charge to do a will and a living will and they stated that a simple would range from $242 to $508, a complex one goes for $538 to $1320 while a power of attorney costs $124 to $251. 11. Property insurance covers against risks to property. A policyholder may for instance cover his property against fire, theft or bad weather. The properties covered include both movable and immovable property. Under theft insurance, one covers his property against the risk of being stolen while fire insurance covers against the risk of destruction by fire. Personal insurance provides a monetary benefit to ones loss of life. The policyholder may be paid during his lifetime or his decedents may benefit upon the death of the policyholder. The latter case is referred to as life insurance. Life assurance benefits the descendants of the policyholder upon his death. “Casualty insurance insures against accidents not necessarily tied to any specific property. Examples include crime insurance, political risk insurance and workers compensation. A number of other types of crimes fall within this group of insurance. It is broad in nature” (Emerson 135). Health insurance covers medical treatment costs. The policyholder may for instance take a cover for medical expenses for specific ailments. For instance, in Canada, the employer’s benefits packages include a dental insurance. Works cited: Emerson, Robert W. Business Law. Hauppauge, N.Y: Barron's Educational Series, 2009. Print. Miller, Roger L. R, Frank B. Cross, and Gaylord A. Jentz. Business Law: Alternate Edition : Text and Summarized Cases : Legal, Ethical, Global, and E-Commerce Environment. Mason, Ohio: South-Western Cengage Learning, 2013. Print. Read More