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James T. H. Buxton

James Buxton’s Answers

26 total

  • I signed a 2 year non compete from a company that is based out of South Carolina.

    I worked in Rhode Island. Do I have to wait the full 2 years in order to compete?

    James’s Answer

    Generally regarding non-competes, the restrictive covenants need to be reasonable in the industry in which you were employed with respect to time frame and geographic limitation. Different states take different approaches as to the enforcement of non-competes. Check your agreement with respect to the governing law of the document (SC vs RI). More facts are necessary to provide you with a definitive answer.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Legal counsel from another state

    If a doctor from Georgia hires a firm from Arizona to represent him in a legal proceeding and the Arizona firm hires counsel in Georgia can the doctor NOT pay the full amount due to the fact the firm did not register as a foreign corporation in Ge...

    James’s Answer

    The AZ firm likely hired GA counsel because the AZ firm is not licensed to practice law in GA and needed local GA counsel to be associated on the matter in order to make an appearance in GA courts on behalf of the doctor. Otherwise, legal counsel not licensed to practice in a certain state may seek permission of the court to be admitted for a specific matter (this is called "pro hac vice"). The law firm does not need to register as a foreign corporation in GA and the lack of doing so is not grounds to withhold payment.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • If you sign a non-compete with your employer two years after you have been with the company, can it be enforced?

    I signed a non-compete with my employer two years in to my jobwith the company. It was presented to me as a requirement for employment. This was not for a new position. I had been in the position for a year. Can my employer enforce this non-compete.

    James’s Answer

    Generally, an employer would have to provide some additional consideration (money or other) to an employee who signs a non-compete 2 years into the job in order for the restriction to be enforceable. I recommend consulting with an Arizona employment lawyer.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Can a lien be placed on a LLC for the personal debt of 1 of 2 joint owners?

    my husbands business partner LLC has personal debt and we are wondering if a lien can be placed on the company for it. any help would be appreciated and if i can be directed as to which type of legal council i can be directed to would greatly hel...

    James’s Answer

    To add to the prior explanation above, a creditor would not place a lien against the LLC. Rather, the "charging order" referenced above is a judgment against an individual member's "distributional interest" in a LLC. Put another way, if the LLC ever makes a cash distribution, then a creditor of that individual member can seek to satisfy the debt from that distribution. However, a creditor cannot become a member of the LLC without the consent of the other members. Hence, limited liability protection.

    Regardless, I agree with the comment above: time to consult a Minnesota business attorney.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Is it permissible to post ads in newspapers and the internet seeking for investors to fund my real estate flipping business?

    I am seeking for more investors to fund my real estate flipping business, and want to advertise on the internet and through classified ads. Is it legal? If so, can I state things like, "earn 10% or more on 100% secure investments"? It's not nec...

    James’s Answer

    Stop now and follow the advice in the prior post. You are attempting to offer for sale a security, or an equity interest, in your business to investors. Securities are heavily regulated by both federal AND state law. All securities offered/sold in the United States must be registered with federal (SEC) and state (state securities commissioner) securities authorities unless the securities offered/sold or the transaction in which they are offered/sold qualify for a specific exemption. These exemptions are enumerated by federal statute, and there is likely a Louisiana statute which also contains certain exemptions.

    However, one thing that can blow any securities exemption is a "general solicitation." For example, posting a securities offering via a website or, in your case, a classified ad. Placing an ad is not illegal, but if you do make such an advertisement, then you will be spending gobs of money to develop a detailed disclosure statement (private placement memorandum) regarding information concerning your business to conform to statutory requirements and the scrutiny of securities commissioners.

    I recommend you consult an attorney with experience in federal and state securities.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Can my LLC partner legally issue trespass notices on me for company property?

    My business partner and I have been feuding for over a year. He has recently issued trespass notices on all company property against me. He plans to reopen the company in the existing location under another name. I own 50% of the company. Is this ...

    James’s Answer

    A member's rights in a LLC are determined by the operating agreement entered into by the members. If there is no operating agreement, then a SC LLC's members rights will default to the SC Limited Liability Act. More facts are necessary for a conclusive remedy here, but it sounds as though you have a right to 50% of the assets of the LLC. If there is no reasonable likelihood of the two of you seeing eye to eye, then you may want to speak with an attorney about either crafting a redemption agreement for your partner or the LLC to purchase your interest or you may want to consider seeking an equitable remedy through a judicial dissolution of the LLC. That latter is an extraordinary situation and may take some time, but it is an option.

    Regardless, I recommend you speak with an attorney regarding your situation.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Written contract that was never signed but witnessed in SC

    My business partner and I split up almost 7 months ago. Our dissolution contract was drafted by my broker in charge and amended several times with one of our buyer's agents and my broker in charge as witnesses. I have upheld my end of the contra...

    James’s Answer

    . . . one additional thought: if you and your partner actually formed a corporate entity together and that entity has not been terminated, then you still owe a fiduciary duty to the entity not to compete against the company (or each other for that matter). Again, more facts are needed here for a complete answer.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Written contract that was never signed but witnessed in SC

    My business partner and I split up almost 7 months ago. Our dissolution contract was drafted by my broker in charge and amended several times with one of our buyer's agents and my broker in charge as witnesses. I have upheld my end of the contra...

    James’s Answer

    More facts will be necessary to give a proper answer here. However, even though the contract was not executed, the parties may have a contract "implied-in-fact." A contract implied-in-fact will depend upon the parties' conduct, and such contracts are recognized in South Carolina.

    It is unclear what bearing the prior contract would have on you or the partnership. I recommend you speak with an attorney, have an attorney review the prior contract and the proposed contract/plan of dissolution, see what actions have been taken by each of you and go from there.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Is there a way to reduce the points off my license completely from a speeding ticket?

    This is my first speeding ticket. I was pulled over for doing 60 in a 45 and I was wondering if I could reduce all the points because my insurance is high enough as is.

    James’s Answer

    Depending upon the circumstances of your stop (i.e., you were not rude or disrespectful to the officer and there were no other facts you are leaving out above), your best bet will be to show up for the hearing and speak with the arresting officer. When your name is called on the docket, you may want to ask your judge for leniency in reducing/removing the points in exchange for community service or the like.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship.

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  • Is the 501c3 status governed by the by-laws of an organization or are the by-laws governed by the 501c3?

    We are a specific school activity organization that is a 501c3 supporting this activity. We want to change our by-laws so that our fundraising allows expenditures for the activity and OTHER school activities. Can we do this?

    James’s Answer

    501(c)(3) status for an organization is governed by the section of the Internal Revenue Code that give it that title. Generally, a nonprofit corporation's bylaws should mention conformity to this section of the Internal Revenue Code and enumerate restrictions on certain activities. As long as the activity you are contemplating does not jeopardize your tax-exempt status and the entity is in compliance with state laws, then the entity can likely amend its bylaws. However, you may want to consult with a Georgia attorney (assuming yours is a Georgia nonprofit corporation) prior to making any rash moves as blowing your tax-exempt status could have serious financial repercussions for your organization.

    Disclaimer: This answer is for informational purposes only and does not constitute general or specific legal advice, nor create an attorney client relationship

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