Hogwash Volume 23

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March 2014
Welcome to Hogwash!

Greetings,

Rosi and Gardner

If this is the first edition of Hogwash! you've received it's because someone you know thought that you would like to receive it and perhaps pass it on to a friend.

If you enjoy this E-newsletter and know others who you think would like to be on our list or receive a copy by mail, please let us know at info@rosigardner.com

The highest compliment we can receive is a referral from a friend. Although we've been in business together for more than twelve years, have more than 50 years of combined legal experience experience, we are never too busy to help those you refer to us: your family, friends, neighbors, and co-workers.

The Great Reach of Starbucks

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Some say that Starbucks can't take a joke. Others say that the iconic Seattle coffee is justifiably protecting its brand. When a purveyor of liquid caffeine in Los Angeles attempted to brand itself as "Dumb Starbucks," the coffee giant did not let it go unchallenged. The new store was, in fact, nearly identical to a Starbucks shop, and the logo was a gave the appearance of being a Starbucks logo, with only very slight changes, and the word "Dumb" on the storefront (smaller than "Starbucks Coffee" that was below it) and inside the green and white circular logo.

It can be easily argued that "Dumb Starbucks" was using the Starbucks look, feel, and brand precisely for commercial, monetary purposes. It was certainly effective as a gimmick to get attention and create traffic. People queued for hours to look, and buy coffee there. But, Starbucks "reached out" and told the coffee shop to stop the presses, until it stopped treading on its brand. The shop was soon shut down, though the official reason is a bit murky.

It may be just a bit harder to see a real threat to Starbucks lurking in a pint glass in a rural Missouri tavern. There, the bar's proprietor was offering a beer, and a few customers, using the "Untappd" smartphone app, dubbed the brew "Frappicino." Starbucks was not amused. When the barkeep opened his mail one day, inside was a "cease and desist" letter from Starbucks attorneys, threatening legal action. He responded, with a well-crafted letter, and a check for $6.00, representing, his best estimate of the "profit" he made selling his "frappucino" beer. You can read his full letter here (It's a great letter, well worth the read.)

Although the Missouri tavern's brew probably had no real possibility of being "confused" with Starbuck's sweetened, creamy coffee drink, the company seems to be consistent in taking action to prevent infringement of its brand and "trade dress." It is beyond dispute that it is a valuable brand. If the company did not act regarding trademark infringement it learned about, it could well be argued that it implicitly consented to the use of its image, and could not later challenge such uses. Is there anywhere in America, though, that is beyond the reach of Starbucks?

Trivia Question: what is the source of the name of the America's iconic coffee company?

From Brothels to Bieber: A (Very) Brief History of U.S. Immigration Policy

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In the 1990 movie "Green Card," Gérard Depardieu stars as a French waiter living in New York City who marries an American environmentalist played by Andie McDowell in hopes of avoiding deportation.

A century earlier, Mr. Depardieu would have had no such worries. There were no restrictions to the immigration of people from other countries to the United States from the nation's founding up until 1875, when Congress passed a law that prohibited the entry of prostitutes and convicts.

Immigration law then took an ethnic turn in 1882, when Congress specifically excluded Chinese immigrants from coming to our shores. A few other racially-charged laws followed, until the 1920s saw Congress enact the earliest version of the "quota system" that remains the law of the land today.

Under the quota system, Congress enumerates different categories of persons allowed to move to and permanently reside in the U.S., usually because of family (relatives of U.S. citizens) or employment. The law sets a limit on the total number of immigrants allowed in each year, based on both category and country of origin. Naturally, within each category there are multiple subcategories, each subject to a different set of requirements. From migrant farm workers to Arnold Schwarzenegger, these rules apply to all foreigners wishing to live and work in U.S.

The puzzling standards of the law can create wildly different outcomes depending on the immigrant's situation. For example, while the foreign spouse of an U.S. citizen can sometimes immigrate without much delay, the foreign sibling of that same U.S. citizen could have to wait for several decades before obtaining the sought-out "green card." By the same token, infants brought to and raised in the U.S. could have a harder time achieving legal status than trouble-making celebrities like Justin Bieber. It is no wonder, then, that both grassroots and congressional pushes for "immigration reform" have been floating around for over a decade now. But given the sheer complexity of our current immigration system, instead of "reform," Congress may be looking at a "rebuild from scratch" situation.

Same Sex Couples

Since the Supreme Court's decision last year declaring that the Defense of Marriage Act violated the Equal Protection Clause of the U.S. Constitution and the passage of state laws consistent with that decision, we anticipate several state courts will be faced with a number of questions. The first case brought to our attention arose in the Probate court of New York.

This case involved an individual who moved from Florida, which did not allow same sex marriages, to New York, which did. However, when he died, his will declared his residence was Florida.

The question faced by the court – did the statement in the will control the outcome of probate proceedings? In those probate proceedings the surviving same sex spouse sought marital rights as afforded under New York law?

In this case the New York Probate and Appeals courts did not find that the statement in the will determined his residence. The courts did find that evidence of the individual's intentions including "unique facts and circumstances" had to be considered.

We can expect that as long as there is a division among states whether or not to recognize same sex marriages, the current body of family law issues of divorce, custody, alimony and the like will be faced with evolving case law that will warrant regular review by not only attorneys but, perhaps more importantly, by those who choose a same sex relationship.

Limited Liability Companies

An Estate Planning Problem

If you're part of a Limited Liability Corporation have you coordinated the LLC Operating Agreement with your estate plan? If it isn't it could shut down the business you've worked hard to build.

Establishing a LLC as an alternative to a Partnership or Corporation has become a popular business option – often chosen simply because it's less expensive. And many LLC's adopt form instruments, particularly an Operating Agreement that includes the following language,

Dissolution. The Company shall dissolve and its affairs shall be wound up on the first to occur of the following events: (a) the expiration of the period of duration specified in the Articles; (b) the unanimous consent of the Members; (c) the death, insanity, bankruptcy, retirement, resignation, withdrawal, expulsion or dissolution of a Member or the occurrence of any other event that terminates the continued membership of a Member in the Company, unless within ninety (90) days after the disassociation of membership as so provided in subparagraph (c), a Majority in Interest of the remaining Members consent to continue the business of the Company and to the admission of one or more members as necessary.

Winding Up. Upon dissolution, the Company shall cease carrying on its business and affairs and shall commence the winding up of the Company's business and affairs and complete the winding up as soon as practicable.

What we've observed is that should a member of an LLC pass away unexpectedly the surviving members of the company are usually more focused upon what they can and should do to continue business operations than they are on the time limits specified in the Operating Agreement – and the consequences of not complying with those time limits.

Unfortunately, if action isn't taken within the time limits in the agreement, the estate of the deceased member of the LLC would have the reasonable authority and likely an inclination to both obtain an appropriate court order directing that the LLC "Cease carrying on its business" and force a "Winding up" of the business to provide money to the Estate, for the benefit of the survivors.

A word to the wise. If you are part of an LLC or considering becoming part of one, we strongly urge each member of the LLC to coordinate both the terms of the Operating Agreement with their individual estate plans, revising each when necessary to avoid the potential for catastrophic consequences.

Issue: 23
In This Issue
The Great Reach of Starbucks
From Brothels to Bieber: A (Very) Brief History of U.S. Immigration Policy
Same Sex Couples
Limited Liability Companies: An Estate Planning Problem
Productivity's No. 1 Enemy: Goof Off Day
Learn About Butterflies Day
Jessica's Jokes
Veg Out on March 20!
Karen's Home Cooking

Productivity's No. 1 Enemy: Goof Off Day

Some deem it a national date, others give it an international stamp; its origin is unknown, and no one calls it "official." But multiple online sources agree-and even insist-that every March 22 is Goof Off Day.

So… how does one go about celebrating this joyous occasion? Wikipedia describes "goofing off" as a slang term for "engaging in recreation or an idle pastime while obligations of work or society are neglected," citing as common obligations neglected "schoolwork, paid employment, social courtesies and the expectations of relations." The Urban Dictionary provides similar insight, describing the idiom "to goof off" as "to pass the time through the most unproductive means possible," including "through electronic means like video games, or through alcohol, doing absolutely nothing, or sleeping excessively."

It appears, then, that Goof Off Day has the potential to create a certain level of social tension, especially among co-workers and family members. While we at Rosi & Gardner have refrained from taking an official position on this festive date, we feel that it would be important to issue a word of caution: while celebrating this particularly unproductive holiday may look easy, doing so could lead to unwelcome consequences-from dirty laundry to angry significant others.

Learn About Butterflies Day

Celebrate one of summer's most graceful and beautiful insects – the butterfly. Every March 14 the beauty of butterflies is celebrated by encouraging people to learn about these magnificent flying creatures.

Typically butterflies fly in the day – when we can see and enjoy their beautiful colors and enjoy their flight as the flutter and swoop through the air – and nest in trees and plants at night. The butterfly has a four part life cycle – egg, larva, pupa and adult – and in the wild their life span may be as short as two or three days.

If you love to garden, consider a butterfly garden to attract these beautiful creatures to your yard. For suggestions on planning a butterfly garden check out Plant Michigan Green. Butterflies are also pollinators and considered by some to be reflective of the health of the environment.

While March isn't typically considered butterfly season in Michigan, it is the season for the Frederik Meijer Gardens annual Butterflies are Blooming exhibit. The exhibit runs from March 1 to April 30. It features more than 40 species of butterflies – shipped in from various warm weather countries in chrysalis form, hatched in the gardens' conservatory and released to fly through the warm tropical environment of the conservatory. For more information on Butterflies are Blooming click here.

Jessica's Jokes

Just When You Thought You'd Heard It All…

And here's another one for the books from "the books" of Georgia:

"Any person who shall sell, apprentice, give away, let out, or otherwise dispose of any minor under 12 years of age to any person for the vocation, occupation, or service of rope or wire walking, begging, or as a gymnast, contortionist, circus rider, acrobat, or clown, or for any indecent, obscene, or immoral exhibition, practice, or purpose shall be guilty of a misdemeanor".

– Georgia Code Ann. Sect. 39-2-17.

I guess you can't threaten your child with selling them to the circus in Georgia. But then again, it is only a misdemeanor……

Veg Out on March 20!

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Meaning . . . we're planting ourselves on the couch and not firing a brain cell for an entire season of "Breaking Bad." No, it's not about being a vegetable, it's "The Great American Meat-Out." On March 20 people all across the nation will participate by going meatless for the day.

For some, it may be an experiment with a new dietary lifestyle. For others, they may be showing support for their vegetarian friends. After all, "Some of my best friends are vegetarians." Some may even choose to participate for environmental significance. If that has you scratching your head, read on:

Some people (including our in-house pescatarian, Gary) list some or all of these as reasons for choosing not to eat meat:

  • Ethical or mindful eating. Some people choose not to participate in the mass warehousing and production of meat animals.
  • Environmental impact. The production of meat has, on the whole, more significant environmental impact, including addition of nutrients (fertilizer, both natural and synthetic) to the environment. Production of meat also consumes more of other food resources (grain to feed cattle, for instance).
  • Health effects. Many people who reduce or eliminate meat from their diet report weight loss, energy gain, blood pressure reduction, and other positive physiological effects.

So, could you go without meat for a day? Give it a thought, and maybe, just maybe, give it a try. Most of us know a vegetarian ". . . not that there's anything wrong with that!" You can learn more (including the idea of "Meatless Mondays") at www.meatout.org.

March's Special Offer

Who do you know with overwhelming child support debt?
We may be able to help. With the right approach, some interest ("surcharges") may be waived, and often the support amount can be lowered. Tell that person to call us regarding a case anywhere in the State of Michigan, and mention the "Hogwash! Offer" and we will give them a free, confidential consultation, by phone or in person, and gather as much information as needed, to determine if we can help them.

What would it be worth for them to "see the light at the end of the tunnel?

Offer Expires: April 30, 2014

Karen's Home Cooking

The Temperature's Higher… Grilling Season is Here!

While inside this winter I spent some time in the kitchen developing new recipes and would love to share the results with you. The following are fish recipes I created this winter. Since it's now above 30 degrees you can grill the following salmon recipe outside! Hope you enjoy.

Milk and Honey Whitefish

2 whitefish filets, skin removed, cut into four pieces

1 tbsp. honey

1/4 cup milk

½ stick butter

Old Bay seasoning

Shredded Parmesan

1/4 cup flour (or Drake's Fry Mix)

Dip the filets in the milk and honey, then in the Parmesan flour mixture. Heat the butter, liberally sprinkle Old Bay seasoning in butter (or use cayenne if you like it hot). Fry the fish until browned on each side. It's done when it flakes.

"Rainbow" Salmon

Cut a large salmon filet into three pieces (leaving the skin on). Place skin side down on oiled baking sheet. Sprinkle with salt, pepper and lemon juice. On one section spread with a mixture of honey, mustard, yellow curry, garlic powder and lemon zest. On another section spread puréed dried tomato, olive oil and orange zest. On the third section spread your favorite bright green pesto. Bake at 325 degrees until flaky – about 20 minutes, depending on the thickness of the cut.

Pasta with Dates and Pine Nuts

Stir cream cheese, chopped or pureed dates and pine nuts into your favorite pasta. Top with black olives and fresh basil.

Side Dishes

Slices of kiwi and sections of orange splashed with blood orange balsamic

Cut pita bread into triangles. Drizzle with garlic infused olive oil, chopped fresh herbs and your favorite cheese, shredded. Bake at 250 degrees for about five minutes.

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Rosi & Gardner, P.C.
735 S. Garfield Avenue
Suite 202
Traverse City, Michigan 49686
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Philip R. Rosi

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Gary Allen Gardner
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