Arieh Mordechai Flemenbaum’s Answers

Arieh Mordechai Flemenbaum

Chicago Business Attorney.

Contributor Level 12
  1. Purchased equipment that came w/5yr software contract. Software business sold to new co. New co. is charging annual fee for it

    Answered over 4 years ago.

    1. Alan James Brinkmeier
    2. Arieh Mordechai Flemenbaum
    2 lawyer answers

    I agree with my colleague. The key factors in determining your rights can found in your contract with the original company. Additionally, the bankruptcy of the original company may also impact your rights and those of the new company. So, I would need more information to be able to assess what contractual rights you have and what rights (if any) you may have in the software. I am happy to discuss this with you in greater detail. Please contact me at your earliest convenience to schedule an...

    1 person marked this answer as helpful

  2. If an LLC in IL is "involuntarily dissolved" are they still authorized to work/promote themselves under that name?

    Answered almost 5 years ago.

    1. Robert John Murillo
    2. Arieh Mordechai Flemenbaum
    3. Kaiser Wahab
    3 lawyer answers

    I agree with my colleagues and would add that even when a LLC is dissolved it can still be given time to wind down its business and liquidate its assets. So, it is possible that the LLC can continue to operate for a period, but it is not meant to continue to promote nor conduct new business. As part of the "winding down" process, the member is supposed to pay off all known creditors and/or set aside money from the proceeds of the liquidated assets. Creditors may be able to make a claim...

    1 person marked this answer as helpful

  3. Lease expires in 30 days. We had a verbal agreement to stay. Is a verbal lease agreement binding in Illinois? He wants me out.

    Answered almost 5 years ago.

    1. Robert John Murillo
    2. Arieh Mordechai Flemenbaum
    2 lawyer answers

    I agree with my colleague, oral (verbal) agreements are not binding, particularly when dealing with real estate matters. However, I would look to your lease and see if you have any additional rights that you have not yet explored. Commercial lease typically have a "hold over" provision that allows you to remain past your lease termination date, but generally at a very high rental rate (usually 2x your normal rent). If you still cannot come to an agreement, you may explore your rights that you...

    1 person marked this answer as helpful

  4. How can I check, from the UK, company details on a Chicago-based business

    Answered about 5 years ago.

    1. Arieh Mordechai Flemenbaum
    1 lawyer answer

    The centeral registry for corporations and LLCs in Illinois is the Secretary of State. You can search for the comapny at http://www.cyberdriveillinois.com/departments/business_services/corp.html I did a quick search and found a company with a similar name and run by Ms Edwards - THE CAMBRIDGE COLLEGE EXPERIENCE PROGRAMME. However, the corporation was dissolved in 1992. You should also search the UCC (Uniform Commercial Code) lien search database - also found at the Secretary's website....

    1 person marked this answer as helpful

  5. If I didn't sign the rental agreement contract, should I be held liable?

    Answered about 5 years ago.

    1. Arieh Mordechai Flemenbaum
    1 lawyer answer

    Assuming the "driving tips" sheet is only a disclosure or for informational purposes (and it does not incorporate or state that you also agree to the terms of the rental agreement), then you should have no liability. You may have been listed as the driver (since you had the license) but you did not agree to be held responsible for the rental. I assume you filed a complaint with the police stating you were coerced to drive the truck and provide your information and feared getting hurt if...

    1 person marked this answer as helpful

  6. Do you have to have a business license to legally hire employees in Illinois?

    Answered about 5 years ago.

    1. Arieh Mordechai Flemenbaum
    1 lawyer answer

    Something is definitely wrong with your situation. Putting aside the issue of a business license and addressing the tax issue: it makes no sense that you would have to pay the subcontractor to cover the taxes. You are either an employee or an independent contractor. If you are an employee, you must fill out a W-2 and have the customary deductions taken out of your pay. If you are an independent contractor, the contractor does not take any deductions from your pay. He completes a 1099 and...

    1 person marked this answer as helpful

  7. Can an employee of a 501 c7 non-profit organization also run a for profit business on the same premises during the same hours?

    Answered about 5 years ago.

    1. Arieh Mordechai Flemenbaum
    1 lawyer answer

    There is nothing inherently wrong with a nonprofit leasing space or licensing rights to operate a business from the harbor slips. Nonprofit does not mean no profit. The rules as to whether a nonprofit could operate a particular kind of business and the taxation of such undertakings are complex and beyond the scope of this answer. However, the rule of thumb is that the nonprofit should operate the business only if it reasonably supports the nonprofit's underlying purpose. l assume that both...

    1 person marked this answer as helpful

  8. Can I declare an employement contract null and void?

    Answered about 5 years ago.

    1. Arieh Mordechai Flemenbaum
    2. Pamela Koslyn
    2 lawyer answers

    I agree with my colleague, but I would also add that Illinois is an "at-will" employment state. This means that you (as the employee) or your employer (Company A) can terminate your employment at any time and for any reason (or for no reason at all). So, unless you have a written employment agreement (or perhaps a consulting agreement) with Company A, you can terminate your employment at any time. However, in situations like yours it is not unusual to have some form of noncompetition...

    1 person marked this answer as helpful

  9. I need a lawyer who can deal with setting up a transfer pricing agreement between my two companies

    Answered about 5 years ago.

    1. Arieh Mordechai Flemenbaum
    1 lawyer answer

    I and the other business lawyers at Griffith & Jacobson, LLC, are ready to help you find a practical and effective solution for your transfer pricing concerns. We will need a bit more information. So, please call me, Arieh M. Flemenbaum, at 312-236-8110 to discuss the matter. You can review my Avvo profile and my "Very Good" rating at http://www.avvo.com/attorneys/60603-il-arieh-flemenbaum-1102412.html. For more information on my law firm, go to www.gjlaw.com We appreciate the would...

    1 person marked this answer as helpful

  10. I entered into a contract in my company's name but the company wasn't formed until after the date of the contract. Is it valid?

    Answered about 4 years ago.

    1. Arieh Mordechai Flemenbaum
    2. Charles Alexander Naegele
    2 lawyer answers

    While I am not licensed in Missouri, your issue is one that deals with general legal principles that are similar to my state. The short answer is there is a valid contract (assuming you are not a minor or have some other legal "exemption"). Corporate entities (such as your LLC) can take action before they are formally formed or registered. However, I also agree with my colleague, you would likely have personal liability under a "promoter/organizer" theory. To avoid confusion and potential...

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