Professor Franks
Final Examination, Fall 2009
| 1. | Carefully analyze the facts and grasp the issues in each question before beginning to write. Spend time reading the question slowly and carefully. |
| 2. | State the issues and answers to each question concisely. Lengthy answers are not necessary. |
| 3. | Do not repeat questions in your answers. Write neatly and legibly on only one side of each page. |
| 4. | Number your answers to correspond with the question, e.g., "II-B." |
| 5. | If you feel it necessary to assume additional facts in any of the questions, give the facts that must be added and state why. |
| 6. | Do not write in the margin of the book. |
| 7. | All major questions are equally weighted unless otherwise indicated. Subparts are approximately equal but may be weighted slightly differently according to the number of issues involved in that subpart. |
| 8. | Write your personal identification number and the name and section number of the course on which you are being examined on the cover of each examination book. |
| 9. | If you use more than one book, indicate "Book One," "Book Two" and so forth on the cover of each book and write your PIN and the name and section number of the course on the cover of each examination book. |
| 10. | A GOOD ANSWER IS NOT NECESSARILY A LONG ANSWER. |
Kevin Jones long delivered beer for the Baton Rouge Beer Company. Using a truck, he delivered to grocery stores, liquor stores, restaurants and bars in the northern part of Baton Rouge. Jones was paid a commission on all sales he made. He normally stocked several brands of beer on the truck, ranging from low-priced beers to more expensive imports.
“The Friendly Cajun” is a bar and restaurant on Plank Road. It was usually the last stop on Jones’s daily trips – that is, until about ten years ago.
Back then, when Jones used to arrive at The Friendly Cajun, it was late in the afternoon and Jones usually had run out of some of the more expensive import beers such as Newcastle Ale, Harp Lager and Kronenberg Beer. The owners of The Friendly Cajun specialize in fine imported beers. About ten years ago, they told Jones that if he would make their restaurant his first stop every morning and keep the truck stocked with plenty of Newcastle Ale and Kronenberg Beer, they would tip him in cash an additional one per cent of the purchase price of all beers he sold them.
One day last September, Jones quit his job to take a better-paying, managerial position with a competitor, the local Budweiser distributor. When the owners of The Friendly Cajun tried to make the same deal with the new delivery person, she refused and reported Jones’s arrangement to the company.
The Baton Rouge Beer Company is angered that Jones, their best route man, quit. They estimate Jones made a total of $20,000 over the last ten years just from the one-percent payments. They are threatening to sue Jones for the money. On what basis will they make their claim, and on what basis will Jones defend? What outcome? Discuss.
You have graduated and been admitted to the bar. You have a client who wants to form a business. Please explain to your client the formation and operation of the following four types of business organization and the relative advantages and disadvantages of each.
| II-A. | General partnership |
| II-B. | Limited partnership |
| II-C. | Limited liability partnership |
| II-D. | Limited liability company |
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