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  1. #1
    Join Date
    May 2011
    Posts
    11

    Default Statute of Limitations and Partnership Termination

    1. Per. A is in relationship with Per. B in 2001.
    2. Per. A is unemployed in MA and comes up with a great idea. Per. A starts to work on online bus. Per. A spends roughly 6 months working for free on this (really, a whole years worth of work when including long hours and weekends.)
    3. Per. B agrees to help, but is employed during the day.
    4. After discussion, Per. A decides to put majority into Per. B Agreement is made.
    5. Company is inc. scorp Del.
    6. Per. B ends pers. rel. with Per. A on good terms.
    7. They continue to work together for a little bit, but Per. B slowly stops communication.
    8. A year later, Per. A asks about financial status of company.
    9. Per B. doesn't respond to request, but instead asks Per. A to leave as Per. A is deemed a 'financial risk as a min. investor.'
    10. Per. A rightfully refuses and tries to search for attorney that will help him. He doesn't find one because he doesn't have money, and neither does the company yet.
    11. Per. B follows up with letter from attorney in another unrelated State demanding Per. A relinquish all claims due to 'performance issues and timing' and to accept a check. Check is not even 1/2 month's salary.
    12. Per. A refuses again.
    13. Several months later, Per. B has attorney send another letter with a little more money offered - less than a month's wages which doesn't cover the work. Out of desperation, Per. A may have cashed a check, but never signs the docs. Per. B was also supposed to send a copy containing signature, but Per. A never receives anything.
    14. Per. A still searches for attorney, but up to a year later has no luck.
    15. Dejected, Per. A more or less gives up hope.
    16. Company goes on to success.
    17. In 2010, a friend recommends that Per. A still look into this matter. Per. A starts the search again in earnest and gains some interest.
    18. After going through all the contracts and docs., Per. A discovers Per. B attorney was a relative of someone Per. B brought on when original relationship was ending. Per. B eventually married that person.


    Main issues are SOL and check. How do you think this could be maneuvered around to get past the first stage? Any suggestions please?

  2. #2
    Join Date
    Sep 2005
    Location
    Behind a Desk
    Posts
    98,846

    Default Re: Statute of Limitations and Partnership Termination

    Try writing that in standard English. I am not interested in trying to read a legal problem phrased in the form of a geometric proof and, judging from the lack of response, it doesn't look like anybody else is, either.

  3. #3
    Join Date
    Sep 2010
    Posts
    19,901

    Default Re: Statute of Limitations and Partnership Termination

    Suit yoruself, we don't have to respond to snarky posters either. I can't even understand what some of your points are. Line #4 is not any of a mathematical, legal, or English description of an event.

    The questions at the end are in better English but make no sense. Get past what first state?
    Who are the shareholders of this corporation?
    Frankly based on the obtuse information, it would seem Person A has no claim, statute of limitations or not.

  4. #4
    Join Date
    May 2011
    Posts
    11

    Default Re: Statute of Limitations and Partnership Termination

    You are correct and my sincerest apologies for my brash response.

    I'm trying to keep everything abbreviated as to hide identities from search engines. It's a bit of paranoia on my part, but when you're up against the very deep pockets this person is facing - it might be understandable. I really wish I could talk openly about it. It's even frightens me that I can't go back and delete or edit my posts... I was hoping to make it color coded to make it easier to read, but found out after the fact that I couldn't.

    #4 is a business Partnership Agreement/written contract. At the time, Person A decided it would be in everyone's best interest if Person B took over the majority control for various reasons (loans, etc.) It was done with the best of intentions. It's a bad decision that came back to bite A in the ass.

    #11 refers to the partner (Person B) finding an attorney in a different State (one they weren't operating out of or incorporated) in the US to write Person A a letter demanding that he give up all claims. Without going into too much detail or providing specific examples, it might be considered Self Dealing amongst other terms.

    Person A and Person B were the original shareholders. Person B bumped off two other partners who were later brought on, then went back for Person A.

    There are three different states between all of the written contracts here:
    1) Place of original Agreement.
    2) Place of articles of incorporation.
    3) Place where the attorney's letters were generated.

    Each one of those have different Statutes governing written contracts - I'm just wondering in which one of these States could a suit be brought forward.

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