New Buisness partnership advice needed

[cheferson]

Thanks! All great advice! Only thing is how do I pay for a lawyer and an accountant , when I just got laid off! Hah! Just figured out to that there is no 65% payment subsidy help with cobra any longer.....

[MakoMike]

Originally Posted by zacs

eff the lawyers. lawyers suck, are expensive, and should only be a tool of last resort. go talk to the lady and hash out the deal. If you need a lawyer to sort it out then it probably isn't going to work. Its not like you are trying to merge two agribusiness giants. Just talk to her and be honest with your concerns. There is nothing wrong with wanting to make money, and let her know up front that you just want to make sure you understand what is in this relationship for YOU.

Again, this is just my oppinion, and I'm sure many will give you other advise. So use your best judgement...

Worst advice you could ever get. By all means talk to her and reach a mutual agreement, but then get it put in writing by a lawyer. Lots of partnerships have made it big. You're going to need some type of legal vehicle anyway, be it a partnership, LLC, sub S corp, or sub C corp, so you will also need a partnership agreement or a shareholder'
s agreement. All the Terms & Conditions can (and should be) included in that agreement. Trying to cheap it out in the short haul can be very expensive in the long haul. Putting it all in writing is to both of your advantage.

[zacs]

Originally Posted by MakoMike

Putting it all in writing is to both of your advantage.

This can be done without a lawyer. And nobody said anything about not putting it in writing. It NEEDS to be in writing.

It is so sad that everyone is so afraid of their own shadow that lawyers are called in for everything. I'm suprised you guys don't bring lawyers to the batroom to negotiate how much $hit the tiolet paper is going to wipe from your a$$.

If you are going to form a new entity that is different...you would need someone to go through the RI BS of forming any sort of corp or LLC, but is certainly doesn't sound like it is going that way.

So you are basically acting as a 1099 consultant to help her get a mushroom business off the ground. Work out the deal, write up a quick letter with your understanding of the details and then you both sign it.

jump on the opportunity before it is lost. maybe you won't end up with your own mushroom farm after a couple of years, but you will have learned everything there is about starting up larger scale production than your basement, and you will make some money. Plus you will learn processing & distribution from her. Once you have saved up, start your own thing, or try to buy a piece of her's.Then live happily ever after. In the dark.

[Nebe]

How about using a mediator? Meeting with you, the lady and the mediator.. Get it all in writing, and leave with a contract.
Posted from my iPhone/Mobile device

[cheferson]

Biggest reason why I want to be cautious is because I can save her a ton of $$$. She currently gets her blocks (non organic cert) freighted from Penn to boston . She has to buy a pallets worth each time(200 blocks-too many ,getting old and getting infected with trichoderma mold from sitting)Where she drives to pick them up.The strain is of lower quality. I have a friend closer where we could just drive and pick up the blocks,same price and no $125 freight charge. ALso this strain is of a very high quality and certified organic , which is huge. We could also buy and redistribute/process the mushrooms he grows until we got going and to produce capital. He sells them very cheaply , 1/3 of what we could charge! I also have 4-5k worth of commercial cultures in addition to all the cultures i traded and cloned. I also have a ton of equipment on hand already too that I spent a ton of coin on . Not too mention the 1000's of hours of experience I have with 20+ different strains . Experience foraging for local wild mushrooms too! That's a lot to me to give , and not get a percentage of the actual mushroom business, not just profits....

If I wanted I could just talk to my friend about being a salesman for his company . Go to the markets and restaurants and undersell her , taking her out before she got started.

[cheferson]

Originally Posted by Nebe

How about using a mediator? Meeting with you, the lady and the mediator.. Get it all in writing, and leave with a contract.
Posted from my iPhone/Mobile device

What legal rights would I have in court with that , using a mediator?

[zacs]

Originally Posted by cheferson

What legal rights would I have in court with that , using a mediator?

your rights are your rights. They are the same if you have an agreement on a bar napkin or a 1000 page doccument drafted by a team of lawyers.

[JohnnyD]

Originally Posted by zacs

This can be done without a lawyer. And nobody said anything about not putting it in writing. It NEEDS to be in writing.

It is so sad that everyone is so afraid of their own shadow that lawyers are called in for everything. I'm suprised you guys don't bring lawyers to the batroom to negotiate how much $hit the tiolet paper is going to wipe from your a$$.

It's not that people are afraid of their shadow, it's that the business world is cut-throat and if you don't CYOA, you *will* get burned.

If you are going to form a new entity that is different...you would need someone to go through the RI BS of forming any sort of corp or LLC, but is certainly doesn't sound like it is going that way.

So you are basically acting as a 1099 consultant to help her get a mushroom business off the ground. Work out the deal, write up a quick letter with your understanding of the details and then you both sign it.

If he doesn't form a business entity with her and works with her in the form of an independent contractor, there are still a lot of bases to cover. If those bases are not covered appropriately, there's a possibility he works with her as an "employee at-will" and is kicked to the curb at any time without building any assets, there's a possibility that this wouldn't apply at all - I'm not an attorney, it's their job to know, not mine. My thought is: why work as an employee or contractor to help build *her* business when they can work together to build a business a joint business venture? Be the shepherd not a sheep.

zacs, I mean no disrespect but it seems like you have a whole deal of animosity towards lawyers. I was taught a $10k lesson rather early on in my business career due to not having a lawyer review our contracts to close out any holes and providing a very large job for a client and them applying a chargeback on their deposit and not paying their balance.

[Raven]

If you are indeed the "MANAGER"

this "Title" could be utilized on a resume later on
or as Listed Job experience when shopping for
capital loans.... as part of: a Business plan down the road.

[Pete F.]

I would start off by roughing out a business plan together with the other party.
This involves writing things down and assigning values.
Figure out what each of you are bringing to the table and what you think it's worth.
What would be fair compensation for the part you each are performing.
How the whole thing works and makes money.
What type of organization you think will work well for both parties.
By the time you rough this out you will have a fair idea of how she deals with business and you.
Then make up your mind about the lawyer investment, or maybe just walk away.