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RVACane said:
In California, like other places I’ve lived and in places I’ve previously practiced in, you need to name an Agent for Service in the state and register there. There are tons of companies crossing state boarders with transactions. Is he trying to say that a Florida company can’t advertise in California with NIL and be State of Florida/NCAA/NIL legal???
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Shoot, you can register and name an Agent for Service online for $150 a year. I registered our Florida company in LA while I was looking at buildings to lease to set up our LA office.
 
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RVACane said:
In California, like other places I’ve lived and in places I’ve previously practiced in, you need to name an Agent for Service in the state and register there. There are tons of companies crossing state boarders with transactions. Is he trying to say that a Florida company can’t advertise in California with NIL and be State of Florida/NCAA/NIL legal???
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He's pretending on a couple of points. But, yes, he is acting like a "choice of venue" clause somehow equates to "all of our employees are Florida employees", which is just nuts.

First, he has no idea which of John Ruiz's entities are registered in CA, or whether those entities even need to register in CA. Second, he has no idea the difference between deriving revenue vs. incurring expenses in a particular state.

The historical test for "doing business" in a state was whether you had nexus, such as a physical presence (owned property or leased property) and/or an actual employee in the state. With LifeWallet being an app, there may not have previously been a need to "register in all 50 states". The corporation I work for IS registered in all 50 states because, you know, we actually sell/deliver tangible goods in all 50 states (including AK and HI). And, yes, if you register to "do business" in a state, you would also have an income tax filing obligation, and you'd need a resident service agent for process purposes.

On the other hand, going out and "filming a commercial somewhere" doesn't require you to register and/or pay taxes in any given state. Companies make ads all over the place, and that doesn't mean they are "doing business" everywhere they record an ad. A lot would depend on whether Jaden would have been paid money for performing services in California on a W-2 or a 1099. A W-2 employee would have required at least one legal entity to register with CA for payroll taxes. But Northern has no idea what the name of that entity might be. And of course...it's also very possible that LifeWallet paid a third party company to film ads in California, and LW paid THAT third-party company the money that would then be paid to Jaden for his services.

Northern Gaytor litigates, and he is not as knowledgeable on the transactional side of things. Which is fine. But he is acting like his 5 minutes of LEXIS-NEXIS research is determinative.
 
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Rickd said:
Shoot, you can register and name an Agent for Service online for $150 a year. I registered our Florida company in LA while I was looking at buildings to lease to set up our LA office.
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Right.

And you can also wire "Joe's Commercial Film Company" in Los Angeles $600K and ask them to film 3 commercials in a rented studio in Hollywood in the span of one hour, while instructing them to "pay the talent" $500K...

It's not like LifeWallet commercials have super-high production values that require the use of special effects by Industrial Light & Magic...
 
TheOriginalCane said:
He's pretending on a couple of points. But, yes, he is acting like a "choice of venue" clause somehow equates to "all of our employees are Florida employees", which is just nuts.

First, he has no idea which of John Ruiz's entities are registered in CA, or whether those entities even need to register in CA. Second, he has no idea the difference between deriving revenue vs. incurring expenses in a particular state.

The historical test for "doing business" in a state was whether you had nexus, such as a physical presence (owned property or leased property) and/or an actual employee in the state. With LifeWallet being an app, there may not have previously been a need to "register in all 50 states". The corporation I work for IS registered in all 50 states because, you know, we actually sell/deliver tangible goods in all 50 states (including AK and HI). And, yes, if you register to "do business" in a state, you would also have an income tax filing obligation, and you'd need a resident service agent for process purposes.

On the other hand, going out and "filming a commercial somewhere" doesn't require you to register and/or pay taxes in any given state. Companies make ads all over the place, and that doesn't mean they are "doing business" everywhere they record an ad. A lot would depend on whether Jaden would have been paid money for performing services in California on a W-2 or a 1099. A W-2 employee would have required at least one legal entity to register with CA for payroll taxes. But Northern has no idea what the name of that entity might be. And of course...it's also very possible that LifeWallet paid a third party company to film ads in California, and LW paid THAT third-party company the money that would then be paid to Jaden for his services.

Northern Gaytor litigates, and he is not as knowledgeable on the transactional side of things. Which is fine. But he is acting like his 5 minutes of LEXIS-NEXIS research is determinative.
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I’m not sure he’s a litigator. I thought he was transactional???
 
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RVACane said:
I’m not sure he’s a litigator. I thought he was transactional???
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If he is, then maybe I misunderstood a couple of his posts.

At any rate...last week, I explained to one of our subsidiaries "how to fill out the W-9 correctly". They got mad at me because their company is a single member LLC that is disregarded for tax purposes, and I told them we have to put the parent company's name on it, not a disregarded entity name.

I actually sent them a snapshot of the W-9 instructions, with my patented redline markup...

So they got cute and went over my head to our general counsel. He actually didn't know the rules, and once I explained it, he completely agreed with me.

It's my secret weapon (JD-MBA-LLM) in the business world. I'm "overprepared" for most corporate battles...a lot of people never see me coming...
 
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da truth said:
There’s been snippets about it on the boards. I thought cause Mario wasn’t interested
Answer below
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I saw RVA's Post; but being interested and being late to the party are two different things. This kid is arguably one of the top 3 QB's in the 24 class.
 
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