Legal Question in Intellectual Property in Massachusetts

I am the managing partner in a business that I own 45% of. My business partner owns 55%. We have been sharing expenses although I have loaned the company money and am paying 50% for an employee's salary as of the last month. We have no written contract and we are a Delaware LLC

A number of months ago I realized that the URL was registered only in my partners name. I have asked him to add my name to the registration and he is unwilling and has reregistered the domain in Portugal. He has created the design for the site and I have populated the site with all of the product from approx. 30 manfacturers that I have negotiated with exclusively. My question is "does my partner have fiduciary responsibilty to include me on the URL regsitration?"


Asked on 3/24/10, 10:45 am

1 Answer from Attorneys
Jonas Jacobson Law Offices of Jonas Jacobson

I cannot say what your partner's duty might be, because you do not have an agreement, and a question that specific is a question of fact, essentially: what was the agreement initially.

If you are this far along, the two of you really ought to get an operating agreement. You must be paying a certain sum in Delaware fees, as well as Massachusetts foreign registration fees every year. Why are you paying that if you do not have an agreement in place? It's like buying land in a great area, and then not building a house.

I can help the LLC draft a very simple agreement at a reasonable price. My number is 617-230-2779, email: [email protected]

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Answered on 3/31/10, 9:06 am


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