Download or read book Contracting Out of Partnership written by Douglas K. Moll and published by . This book was released on 2023 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Can parties contract out of the general partnership form of business organization, even if their conduct would otherwise establish a partnership? Although a recent judicial decision suggests that they can, treating contractual disclaimers of partnership as dispositive is inconsistent with modern statutes. More importantly, permitting parties to contract out of partnership imposes substantial costs by undermining the protections of fiduciary duty, creating uncertainty about the operating rules for the business, and threatening to deny the rights of third parties. These costs outweigh the benefits of promoting freedom of contract and providing certainty on the partnership formation question, particularly because such benefits can largely be captured within existing partnership and LLC law.
Download or read book A Treatise on the Contract of Partnership written by Robert Joseph Pothier and published by . This book was released on 1854 with total page 188 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Partnership for Democratic Governance Contracting Out Government Functions and Services Emerging Lessons from Post Conflict and Fragile Situations written by OECD and published by OECD Publishing. This book was released on 2009-12-03 with total page 173 pages. Available in PDF, EPUB and Kindle. Book excerpt: The second volume of the Partnership for Democratic Governance Series investigates whether ‘contracting out’ core government functions and services has been conducive to capacity development. Case studies discusses the evidence and emerging lessons of contracting out.
Download or read book Partnership for Democratic Governance Handbook on Contracting Out Government Functions and Services in Post Conflict and Fragile Situations written by OECD and published by OECD Publishing. This book was released on 2010-11-29 with total page 166 pages. Available in PDF, EPUB and Kindle. Book excerpt: This handbook is a tool to help government officials assess whether contracting out might be a possible way forward – either temporarily or over a longer period of time – for delivering a core service or a government function.
Download or read book Cases on the Law of Partnership written by Floyd Russell Mechem and published by . This book was released on 1903 with total page 832 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Form a Partnership written by Denis Clifford and published by NOLO. This book was released on 2006 with total page 279 pages. Available in PDF, EPUB and Kindle. Book excerpt: Many people dream of going into business with friends or family. What's involved in forming a partnership? How does one write a partnership agreement? This helpful book covers all the important partnership issues such as: · Financial and tax liabilities · Contributions of cash, property or services · Expanding a partnership to include others · Buyout agreements · Valuing assets Readers can take advantage of the standard partnership clauses provided or create their own customized agreement. All the forms for creating a partnership agreement are provided, both on CD-ROM and as tear-outs.
Download or read book The Revised Uniform Partnership Act written by Robert William Hillman and published by . This book was released on 2004 with total page 565 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Commentaries on American Law written by James Kent and published by . This book was released on 1826 with total page 530 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Contracting Out of Fiduciary Duties in LLCs written by H. Justin Pace and published by . This book was released on 2016 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: LLCs statutes ostensibly offer businesspersons far greater ability to contract out of fiduciary duties than the partnership statutes that once would have covered similar businesses. Ribstein and Keatinge on Limited Liability Companies identifies five approaches to contracting out of fiduciary duties. Of these, the approach taken in the Delaware statute is by far the most popular, rivaled only by the approach of the ULLCA. Sixteen other states have adopted the Delaware approach. These include both major LLC states such as Nevada and Delaware and major commercial states such as California and Texas. The Delaware approach allows for complete freedom of contract in contracting out of fiduciary duties (outside of the implied duties of good faith and fair dealing inherent in all contracts). While it is unsurprising that many states would look to Delaware for business association law given the leading role it has traditionally played, it is surprising that they would adopt such a permissive approach to this issue. This paper shows that several courts outside of Delaware have been hostile to waivers of fiduciary duties in LLC operating agreements, permissive LLC statutes notwithstanding. This paper also shows, perhaps more problematically, that courts in only some of the states that follow Delaware's approach have addressed the issue. This paper addresses arguments against enforcing waivers, including arguments rooted in cognitive limitations, and identifies statutory, not common, law as the better path to providing for waiver.
Download or read book Repudiation of Partnership Contracts written by Paul Latimer and published by . This book was released on 2017 with total page 17 pages. Available in PDF, EPUB and Kindle. Book excerpt: A partnership is formed by contract and is subject to the law of contract. Contract law permits a party to a contract who has suffered wrongful action under the contract to terminate the contract and to claim 'loss of bargain' damages for the loss of the benefit of the performance of the contract. This article examines the application of the contractual principle of termination for repudiation to the contract of partnership, motivated by obiter dicta from the House of Lords which assert that repudiation is not of itself grounds to terminate a contract of partnership. It recognises the special status of partnership contracts as involving continuing commercial and personal relationships, and supports the blending of common law and equitable principles by the British Columbia Court of Appeal which has held that termination for repudiation may apply to a partnership contract 'if at all, only in limited circumstances' and subject to evidence that the innocent partner has acted with the utmost good faith. If there has been termination of the partnership contract, the innocent partner(s) may still apply to the court for an order of dissolution under the provisions set out in the Partnership Act and may face partnership liabilities incurred after termination and before dissolution.
Download or read book Mastering the Risky Business of Public Private Partnerships in Infrastructure written by Manal Fouad and published by International Monetary Fund. This book was released on 2021-05-10 with total page 61 pages. Available in PDF, EPUB and Kindle. Book excerpt: Investment in infrastructure can be a driving force of the economic recovery in the aftermath of the COVID-19 pandemic in the context of shrinking fiscal space. Public-private partnerships (PPP) bring a promise of efficiency when carefully designed and managed, to avoid creating unnecessary fiscal risks. But fiscal illusions prevent an understanding the sources of fiscal risks, which arise in all infrastructure projects, and that in PPPs present specific characteristics that need to be addressed. PPP contracts are also affected by implicit fiscal risks when they are poorly designed, particularly when a government signs a PPP contract for a project with no financial sustainability. This paper reviews the advantages and inconveniences of PPPs, discusses the fiscal illusions affecting them, identifies a diversity of fiscal risks, and presents the essentials of PPP fiscal risk management.
Download or read book Public Private Partnership Projects in Infrastructure written by Jeffrey Delmon and published by Cambridge University Press. This book was released on 2011-01-31 with total page 257 pages. Available in PDF, EPUB and Kindle. Book excerpt: Investment in infrastructure is critical to economic growth, quality of life, poverty reduction, access to education, healthcare, and achieving many of the goals of a robust economy. But infrastructure is difficult for the public sector to get right. Public-private partnerships (PPPs) can help; they provide more efficient procurement, focus on consumer satisfaction and life cycle maintenance, and provide new sources of investment, in particular through limited recourse debt. But PPPs present challenges of their own. This book provides a practical guide to PPPs for policy makers and strategists, showing how governments can enable and encourage PPPs, providing a step-by-step analysis of the development of PPP projects, and explaining how PPP financing works, what PPP contractual structures look like, and how PPP risk allocation works in practice. It includes specific discussion of each infrastructure sector, with a focus on the strategic and policy issues essential for successful development of infrastructure through PPPs.
Download or read book Public Private Partnerships In Pursuit of Risk Sharing and Value for Money written by OECD and published by OECD Publishing. This book was released on 2008-05-21 with total page 145 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book highlights good practices and summarises what countries should consider before entering into public-private partnerships (PPPs).
Download or read book Structuring and Drafting Partnership Agreements written by and published by . This book was released on 2003 with total page 1548 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book United States Code written by United States and published by . This book was released on 2013 with total page 1506 pages. Available in PDF, EPUB and Kindle. Book excerpt: "The United States Code is the official codification of the general and permanent laws of the United States of America. The Code was first published in 1926, and a new edition of the code has been published every six years since 1934. The 2012 edition of the Code incorporates laws enacted through the One Hundred Twelfth Congress, Second Session, the last of which was signed by the President on January 15, 2013. It does not include laws of the One Hundred Thirteenth Congress, First Session, enacted between January 2, 2013, the date it convened, and January 15, 2013. By statutory authority this edition may be cited "U.S.C. 2012 ed." As adopted in 1926, the Code established prima facie the general and permanent laws of the United States. The underlying statutes reprinted in the Code remained in effect and controlled over the Code in case of any discrepancy. In 1947, Congress began enacting individual titles of the Code into positive law. When a title is enacted into positive law, the underlying statutes are repealed and the title then becomes legal evidence of the law. Currently, 26 of the 51 titles in the Code have been so enacted. These are identified in the table of titles near the beginning of each volume. The Law Revision Counsel of the House of Representatives continues to prepare legislation pursuant to 2 U.S.C. 285b to enact the remainder of the Code, on a title-by-title basis, into positive law. The 2012 edition of the Code was prepared and published under the supervision of Ralph V. Seep, Law Revision Counsel. Grateful acknowledgment is made of the contributions by all who helped in this work, particularly the staffs of the Office of the Law Revision Counsel and the Government Printing Office"--Preface.
Download or read book Venture Capital and Private Equity Contracting written by Douglas J. Cumming and published by Academic Press. This book was released on 2013-08-21 with total page 781 pages. Available in PDF, EPUB and Kindle. Book excerpt: Other books present corporate finance approaches to the venture capital and private equity industry, but many key decisions require an understanding of the ways that law and economics work together. This revised and updated 2e offers broad perspectives and principles not found in other course books, enabling readers to deduce the economic implications of specific contract terms. This approach avoids the common pitfalls of implying that contractual terms apply equally to firms in any industry anywhere in the world. In the 2e, datasets from over 40 countries are used to analyze and consider limited partnership contracts, compensation agreements, and differences in the structure of limited partnership venture capital funds, corporate venture capital funds, and government venture capital funds. There is also an in-depth study of contracts between different types of venture capital funds and entrepreneurial firms, including security design, and detailed cash flow, control and veto rights. The implications of such contracts for value-added effort and for performance are examined with reference to data from an international perspective. With seven new or completely revised chapters covering a range of topics from Fund Size and Diseconomies of Scale to Fundraising and Regulation, this new edition will be essential for financial and legal students and researchers considering international venture capital and private equity. An analysis of the structure and governance features of venture capital contracts In-depth study of contracts between different types of venture capital funds and entrepreneurial firms Presents international datasets from over 40 countries around the world Additional references on a companion website Contains sample contracts, including limited partnership agreements, term sheets, shareholder agreements, and subscription agreements
Download or read book Contracting in the New Economy written by David Frydlinger and published by Springer Nature. This book was released on 2021-05-24 with total page 327 pages. Available in PDF, EPUB and Kindle. Book excerpt: Today’s business environment is constantly evolving, filled with volatility, uncertainty, complexity and ambiguity and driven by digital transformation, globalization, and the need to creating value through innovation. These shifts demand that organizations view contracting through a different lens. Since it is impossible to predict every what-if scenario in a transactional contract, organizations in strategic and complex partnerships must shift to a mindset of shared goals and objectives built upon a strong foundation of transparency and trust, working together to mitigate risk much better than merely shifting risk to the weaker party. Contracting in the New Economy helps you to not only develop this mindset – but also offers the practical tools needed to embrace the social side of contracting, enabling your organization to harness the value creating potential of formal relational contracts. Briefly sharing the theoretical foundations that prove relational contracting works, it goes well beyond theory by providing powerful examples of relational contracting principles in practice. In addition, the authors provide a practical and proven approach for helping you to put relational contracting theory into practice for your own relationships. First by providing a framework for approaching any contracting situation and helping organizations finding the best contract model for each situation. And then by sharing five proven steps you can take to create an effective relational contract for you own strategic and complex business relationships. For anyone involved in developing contracts —lawyers, in-house counsels, contract managers, C-level managers, procurement officers, and so on — this book will empower you to create powerful cooperative alliances that will help you reach —and surpass — your business goals in today’s dynamic new environment.
