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New York Business Law Questions & Answers
2 Answers | Asked in Business Formation and Business Law for New York on
Q: Is the operation agreement of an LLC binding if no one has signed it? And can you then vote a member out if it isn't?

There are three members in the LLC, of which no one ever signed the operating agreement. It was formed to handle business for a podcast. One member left the podcast has left, and he wants to keep the LLC since he paid for the legal fees associated with the formation of the business. The two other... Read more »

Mathew Paulose Jr.
Mathew Paulose Jr. answered on Aug 3, 2020

Greetings, it appears your LLC is having a member dispute. Member disputes are common in LLCs, indeed in any type of group venture. Member disputes must be resolved for the sake of the business. If the business is being driven to the ground because of the dispute however then dissolution may be... Read more »

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1 Answer | Asked in Business Law for New York on
Q: My single member llc has membership (partner) in other multi member llc . Which Owns real estate (hotel ) . Can I

Transfer my single member llc to my son ?

Michael David Siegel
Michael David Siegel answered on Jul 19, 2020

The issue depends on your operating agreement.

1 Answer | Asked in Business Law, Communications Law and Internet Law for New York on
Q: Can I post a video from a national morning show on my company social media channels?
Tim Akpinar
Tim Akpinar answered on Jul 6, 2020

You're asking about media in which the owner can assert certain intellectual property rights. This does involve all the categories you correctly listed, but if you reposted in the Copyright Law category, the attorneys there could probably offer the most meaningful insight. Good luck

Tim Akpinar

1 Answer | Asked in Business Law and Constitutional Law for New York on
Q: Is the right to free speech is an absolute right? Do businesses and individuals share the same right to free speech?
Tim Akpinar
Tim Akpinar answered on Jul 2, 2020

It's an important right provided by the First Amendment and corporations can also enjoy those rights. It is not an absolute right. There are limitations, such as fighting words, defamation, obscenity, false advertising, and others. Good luck

Tim Akpinar

1 Answer | Asked in Business Law for New York on
Q: Contract violation by a company in NY.

Contract terms state that the the violating party will handle lawyers expenses. Invoices have been sent regularly but the violatiing company does not respond. My company is register in MN but prefer the case to be handled in NY because the company is present in NY with multiple engagements/... Read more »

Michael David Siegel
Michael David Siegel answered on Jul 1, 2020

Not really that novel a case. You can sue. Stated account claims are simple. Not sure if there are defenses. It is an hourly fee. Collection is always an issue, but if you do nothing, you get nothing, and that is the worst case scenario.

1 Answer | Asked in Contracts and Business Law for New York on
Q: In a limited partnership, can the only GP file a Cert. of Cancellation, without the signatures of the 2 remaining LP's.

This a family LP between a Parent as the GP and 2 siblings as LP's. Can the parent and 1 of siblings file a Cert. of Cancellation without telling the the remaining LP sibling.

Michael David Siegel
Michael David Siegel answered on Jun 25, 2020

It is governed by the partnership agreement. It depends also on the percentage of ownership of each.

3 Answers | Asked in Business Law, Contracts and Real Estate Law for New York on
Q: how to get my deposit back when the contract expired?

This is a contingency contract depended on we sell the property located in FL. Because this pandemic happened, we didn't sell a property located in FL. So we don't have money to purchase the Property located in Steuben county, NY. The seller refuses to return our deposit ($10K).

Michael David Siegel
Michael David Siegel answered on Jun 22, 2020

First, the contract will have terms. Second, if you are in the right, you may have to sue.

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1 Answer | Asked in Contracts, Business Law and Insurance Defense for New York on
Q: I live in Suffolk county NY. I want to take a travel insurance company to small claims but theyre based in Missouri.

Where would i make the claim? The insurance was purchased online along with travel package through groupon

Sarah Elena Gold
Sarah Elena Gold answered on Jun 17, 2020

You won't be able to make the claim in small claims court in NY. The Defendant must reside, work or have a business address within the five western towns of Suffolk County. You'd have to bring the claim in county court, which will be considerably more expensive and may be cost... Read more »

2 Answers | Asked in Business Law and Trademark for New York on
Q: Can i still use Goddess of Wink for my Eyelash company? I see that Goddess Wink is trade marked.

I sell false mink eyelashes. I don’t teach a class or have ebooks for sale.

Tim Akpinar
Tim Akpinar answered on Jun 9, 2020

If you repost your question under the Trademark section, you'll have better chances of getting a response. You're correct in that it is a business law matter, but trademark is a more accurate category for the issues that concern you here.

Tim Akpinar

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1 Answer | Asked in Business Law and Contracts for New York on
Q: Can I withhold returning goods to a NY based company which owes independent contractor $ and expenses?

My contract calls for weekly compensation and commissions but they are ignoring my written requests for past due weekly compensation, expense reimbursements and commissions. I am in possession of their goods used as samples

Michael David Siegel
Michael David Siegel answered on Jun 8, 2020

Yes. It is called a setoff.

1 Answer | Asked in Business Law for New York on
Q: Is it legal for a wedding venue to use wedding service down payments for their operating budget?

We are asking because we are getting married next may and want a guarantee that if they go bankrupt that we will not lose the many thousands of dollars that we would have made in down payments so we offered to set up an escrow account (which should have been totally fine) but the venue response... Read more »

Michael David Siegel
Michael David Siegel answered on Jun 8, 2020

There are no guarantees here. Wedding venues do not have escrow accounts for deposits like a lawyer or real estate owner.

2 Answers | Asked in Real Estate Law, Business Law and Landlord - Tenant for New York on
Q: I own a barbershop/salon the landlord wants 2 months of rent I'm suffering by the COVID19 Virus what is the best option?
Elaine Shay
Elaine Shay answered on May 18, 2020

Pursuant to Governor Cuomo's Executive Order, the moratorium on evictions has been extended to August 20th, so there is no immediate threat of eviction. However, the Executive Order does not relieve a tenant's obligation to pay rent.... It just temporarily removes the ability of the... Read more »

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1 Answer | Asked in Copyright, Criminal Law, Products Liability and Business Law for New York on
Q: Adult Toy store disclaimer

I am currently building an online adult Toy store, I haven’t done anything yet except source products. I live in New York. My question is legally do I have to have an 18+ only disclosure on my website?

Marcos Garciaacosta
Marcos Garciaacosta answered on May 13, 2020

Yes. Although New York has protected First Amendment rights in the context of adult stores. I believe is a good business practice to add a statement that your store will make efforts to restrict sales to minors.

Additionally, since you sell online through credit cards, access to shopping...
Read more »

2 Answers | Asked in Business Law for New York on
Q: If i have designed something, but my company has a contract saying they own it, how to I take posession of it?

There is a patent under the name of myself, as well as the company

Michael David Siegel
Michael David Siegel answered on May 13, 2020

It is pretty standard for an employee of a company that gets a patent on work related work to cede ownership to the employer. This matter will be governed entirely by the agreement you signed. Thus, what rights you have needs to be determined in a review of the agreement.

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1 Answer | Asked in Business Law, Products Liability and Consumer Law for New York on
Q: Can a business such as an online business, sell a product under an entirely different name than the manufacturer calls

For example: the producer (A and Co) of a chair calls it "Destiny Chair" The third party site selling the chair puts it up on its site under and entirely different name i.e. "Rhodes Chair". This can prevent competition because if i were to look up the name "Rhodes... Read more »

Tim Akpinar
Tim Akpinar answered on May 7, 2020

You could try reposting your question in the Trademark and Intellectual Property sections. This isn't really a product liability matter (which is about injuries from dangerous or defective products) There's no guarantee that all questions are picked up, but it sounds like you're... Read more »

1 Answer | Asked in Business Law and Real Estate Law for New York on
Q: Hello, me and my mother own a property together. I would like to sever the agreement. I want the 5 years of investment $

We are both on the title and the bank.

I want to end the agreement.

I want the 5 years of $ I invested.

Would it be possible to use the equity as payment or buyout or both?

Michael David Siegel
Michael David Siegel answered on May 7, 2020

Yes you can use the property in a buyout. You would need to basically sell the property to your mother, and she would get a new mortgage in her own name. It would be like a regular deal.

2 Answers | Asked in Business Formation and Business Law for New York on
Q: Should I form my own LLC or Operate under my Father?

My Dad is in MI, and is the owner of a trucking LLC. The authority though is out of Service. Since he already has the LLC and he is open to me brokering freight under the business name, I figured it would eliminate a step for me forming a new LLC. Doing some research on that however is creating... Read more »

Gregory Byrnes
Gregory Byrnes answered on May 4, 2020

If you want to operate a foreign (out of state) LLC in New York you need to domesticate (register) it in New York. Many of the same requirements apply to registering foreign LLC's in New York as they do to forming new ones. Whether it is wise to take over his LLC is dependent on too many... Read more »

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1 Answer | Asked in Business Law for New York on
Q: bought a diagnostic laptop from a trucking company that recently went bust and still owed money on it. did myduediligen

did my due diligence before purchased and called diesel laptops (the manufacturer of the laptop) to confirm everything was okay on it.

i call to update the software and pay and they tell me i have $1400 of outstanding debt i owe on it. They ended up putting collections on me and now they... Read more »

Tim Akpinar
Tim Akpinar answered on Apr 30, 2020

It could depend on the how the agreement was drafted, and whether the laptop company's rights survive the trucking company's (now insolvent, it appears) assignment of those rights and duties to a third party, you as the assignee. It would be difficult for an attorney to offer meaningful... Read more »

1 Answer | Asked in Business Law, Real Estate Law and Land Use & Zoning for New York on
Q: Is it feasible to open a home business in NY as a recording studio that takes up less than 25% of my home?

Hello, I am looking to start a home business in NYC. I researched and it seems to be possible under the Multiple Dwelling Law, due to the creative nature of the business (a home recording studio for music producers). It will take up less than 25% of my home and only one person will be in at a time.... Read more »

Gregory Byrnes
Gregory Byrnes answered on Apr 28, 2020

This is a relatively in-depth question that would need some research and additional details from you. You would need to check building rules, bylaws, zoning, multiple dwelling law compliance (if applicable), rent regulatory rules (if applicable) etc. Most likely though it is not permitted if you... Read more »

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