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Form of organization

MSP will be organized as a partnership. The general partner will be Marinchip Systems Ltd. (MSL), and the limited partners will be all the individuals associated with the company. Using this form of organization provides the limited partners the limited liability of a corporation without the disadvantages of double taxation of earnings, the risk of royalty income causing the corporation to be construed as a ``Personal Holding Company'' subject to 70% punitive tax, and the general hassles of operating a corporation.

MSL, as general partner, will be responsible for the day-to-day operation of the company. It will provide the following services:

Headquarters services.

Phone answering, order taking, shipping and receiving, copying.

Administrative services.

Accounting, banking, billing, A/R maintenance, preparation of reports to partners.

Marketing services.

Contact and negotiation with Lifeboat and other distribution channels, ad agency interface and copy preparation, ad placement, trade show exhibition. Market research and potential product evaluation.

Project coordination.

Central message dispatching between partners. Monitoring of project schedules and reminders of delivery dates. Follow-up of customer complaints and suggestions.


Manual printing, disc copying, inventory maintenance.

Limited partners will be responsible for the following:

Product development.

Design, implementation, and documentation of new products.

Product maintenance.

Correction of reported problems, adapting existing products to new hardware/software systems, installation of new features, revision of documentation.

Product evaluation.

Pre-sale evaluation of products developed by other partners, preparation of critiques and problem reports for those products, interface with other partners in correcting those problems. Evaluation of competitive products from other manufacturers, preparation of reports on those products and selection of features and capabilities for incorporation in our own products.

Market research.

Review of new product announcements, news items, advertising, and product demonstrations with an eye to potential new markets, competition, and opportunities. Preparation of summaries of important items for distribution to other partners.

Marketing assistance.

Preparation of new product announcements, skeleton ad copy, and product brochure copy. Attendance at shows and at meetings with customers. Telephone consultation with important customers and potential customers.

Planning assistance.

Participation in regular partnership meetings. Assistance in evaluation of partnership goals and new product selection. Technical assistance to other partners in areas of specialization.

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Editor: John Walker