Florida Business Legal Questions

Dear Sir/Madam,   I suggest that you find a lawyer with experience in commecial/contract law and landlord/tenant law. Self Storage Facilities are governed by Part III of the Landlord Tenant Statutes (FS Chapter 83). Sections 83.801-83.809 shall be known and may be cited as the “Self-storage Facility Act.” These provisions describe the rights of landlord for dealing with non-paying tenants and their possessions.... Read More

It's not entirely clear from your email, but I assume that the loan was madee to the business, which is a separate legal entity (e.g. a corporation, llc, llp, etc.) and you each personally guaranteed that obligation.  Assuming that you guaranteed the full amount, and not just half, and that the guarantee obligation has been triggered (generally such an obligation would be triggered by a default on the loan, or other similar circumstances) the mother can sue you for the full amount, and you would then cross claim against  your former partner for his share and sue the business for indemnification for any amount you have to pay on the guarantee.... Read More

Assuming that the lp is operating property as a separate legal entity, rather than as an alter ego of its individual partners, the individual's creditors would generally not have the right to satisfy their claims against the individual from the assets of the partnership. HOWEVER, one of the individual's assets is his limited partnership interest, just like stock in a corporation.  His creditors may have the right to force a sale of his interest in the partnership, and use the proceeds to satisfy his debts to them.  If you're concerned, there may be ways to structure the deal to avoid this, but you would need a Florida attorney to advise you after getting a much clearer and fuller picture of the situation.... Read More

Anybody can be sued, but that doesn't mean that you would lose.  Except under limited circumstances which don't appear to apply, once a gift is given the donor loses all claim on it.  Also, I'm not sure what you mean by "in lieu of the work that was done for them", but if you mean that the "gift" was given in consideration of the work you did, then it is not a gift but payment for services rendered.... Read More

Depends.  When you say the business was sold, do you mean the entity owning the business (e.g. the stock in a corporation) or the assets of the business?  If the entity was sold, the entity is still obligated under the contract.  Thus, if you had an employment agreement with x corporation owned by John Smith, and Smith sold the stock in x corporation to Jane Doe, x corporation is still under contract with you, even though it is now owned by another person.  If instead, however, x corporation sold its assets to Jane Doe, who did not expressly assume any liabilities, x corporation remains obligated under the contract, but Jane Doe has no obligation. I just want to make clear that, while the contract is still in force, it may very well provide that your employment is terminable at will, or terminable upon sale of the business, or some similar provision.  Thus, the contract may not create any obligation to you.... Read More

If you anticipate conflict, then your best option is that one buys the other out of the business.  This generally requires a valuation of the business which sets the purchase price, a payout of that price over time, a non-competition agreement for the person being bought out so that he does not compete against the business and take its customers.  The sales transaction must be supported by a written contract because oral understandings really don't do well in court in the case of a dispute. Another alternative would be a written partnership agreement defining each of your rights and obligations but that assumes that you two can work together   Jay Levy... Read More

You may find a Judge or jury which is more sympathetic than I, but I don't see how this injury was caused by a product defect.  The worker first was negligent in dropping the pen into the boiling grease, and then acted like an absolute idiot by reaching into the boiling grease to save a pen.... Read More

An llc is a seoarate legal entity.  DBA merely means doing business as, it does not indicate a separate legal entity.  The problem with one LLC operating two separate businesses is that each "business" is part of the same entity, andthat entity is therefore responsible for the obligations of each.  This could be a problem if one business is profitable and the other isn't.  If each business is owned by a separate LLC, it is only responsible for its own obligations.  Your personal assets, however, would be protected either way (except under unusual circumstances.)  The savingss in legal fees and paperwork may make it worth it to you to have one llc, but you should know the implications.... Read More

As a general rule, shareholders are not personally liable for the obligations of their corporations, and llc members are not personally liable for the obligations of their llc's.  This is the main reason that people incorporate or form llc's.  Thus, you can limit your exposure for motor vehicle accidents by forming a separate corporation to own and operate the errand business, and buying the lowest insurance allowable under the law.  If there is an accident, only the assets of the transportation corporation (which you will keep minimal) will be at risk, and you can insulate the assets of the errand company and your own personal assets.  However, you have to be careful to run all the corporations separately, both from your other corporations and  your own personal transactions, and to observe the proper formalities, so that no claimant is able to "pierce the corporate veil" and you remain shiielded from personal liability.  For example, the transportation corporation must actually own and run the cars, and employ the drivers, and should bill and collect from the errand corporation for its transportation services.... Read More

I assume that you agreed on price based on the seller's representations about profits and expenses, and any other factor you consider important(liens, zoning, employee contracts, etc.)  I don't see how you can consider going through with the purchase if you can't verify these representations.  Personally, the fact that the seller refuses to provide you with any documentation about these facts makes me suspicious.  Unless you can verify these critical numbers independently, I wouldn't go forward.... Read More

Do you have a contract wich provides that you will be paid at a certain rate?  Do you believe that your pay is being reduced because you are being discriminated against for some prohibited reason, such as age, gender, religion, etc.?  If the answer to both of these questions is no, then your employer can lower your pay.... Read More

DON"T SIGN YOUR NAME AS AN INDIVIDUAL.  This could lead to your personal liability.  The proper way to sign is as follows:   XYZ, LLC   BY:_____________________________           John  Smith    Chief Executive Officer... Read More

While I do not practice in Florida, in the jurisdictions in which I practice, if a person doesn't comply with a court order, you make a motion to hold them in contempt of court, which could involve a fine or even incarceration.  If the person continues to be recalcitrant it can take time and be a big hassle, but eventually they will be forced to comply.  I can't imagine that Florida courts don't have the same enforcement mechanisms, although it is possilble that the small claims court doesn't have those power and you might have to bring an action in a court of general jurisdiction.  You could also hire a collection agency or attorney, which would try to collect on the judgment in exchange for a percentage of the recovery.... Read More

In my experience, it is generally worth it to hire a lawyer to review (and negotiate/re-draft where appropriate).  Venue contracts vary in complexity.  If the contract contains provisions you don't understand (whether the legalese or the legal consequences), you would likely benefit from the advise of counsel.... Read More

A "right to work" state is a state in which it is illegal to require a person to join a union in order to be employed.  As far as I can see, it has nothing to do with your right to fire this employee.  Unless you have an employment agreement which limits your right to fire this person (could be a union agreement or could arise from an employee handbook), or you are discriminating against her for some reason prohibited by statute (race, gender, religion, etc.) you can fire the employee for any reason.  You may want to hear her side of the story; she has not been convicted yet, and may be innocent.  However, I'm aware of no legal requirement that you do so.... Read More