Clues - Girl's Night
by oldgrump
Copyright© 2019 by oldgrump
Sometimes troubles in relationships are not talked about, but there are often clues.
She insisted on going on a girl’s night out.
I am Frank Wells, I am 45 years old, Chairman and COO of Wells & Co. Inc., and divorced. I was married to Betty Caroway for 13 years. She changed and I had to act.
We met after I graduated from college. I was 26, four years after finishing my college degree in three years instead of four. My degree is in Computer Science and Electrical Engineering with emphasis on manufacturing robotics. I was living off income from some small patents I had been successful with. It allowed me to keep trying to come up with new devices.
Betty was working in a lawyer’s office. She was a receptionist/personal assistant. I had made an appointment to start a new patent filing. She showed me into the office of Gary Wilson, a big time patent attorney.
My idea and design this time was for several tools to use on a robotic arm assembly robot. One of them that allowed the programmer to set the machine to tighten bolts to a specific torque setting and the setting was programmable through my software. I wanted patents on the tools, all of the processes, and the software. I had other successful patents, and so the process was familiar territory for me. I was prepared.
I had never worked with Gary, but my former attorney retired and he recommended Gary. When Gary shook my hand it was a confidant, firm handshake without the dominance games. He had done his homework, and was asking great questions, and showing an insight that gave me a lot of confidence.
I showed him my dated written descriptions and my dated technical drawings. Then I explained that I wanted to blanket patent these devices. When I explained the multiple patent filings as a process to protect everything about the tool, he actually smiled.
The young lady came in and offered me a coffee, tea, or water. I declined, but thank her for the offer. I watched her as she left. Behind me I heard a soft chuckle.
“Betty is my sister’s daughter, and I would be lost without her around here. I couldn’t find the floor without her telling me where it is.” Then he got back to my requests. “I will put some of my staff on the patent search. That normally will take six to eight weeks. Then if it comes back clear, we will file. Once filed, you will be able to shop your tool to industry. Do you have any specific type of finished product this will be used for?”
“I really have several industries that could use this tool on their robotic assembly lines. It should be useful for the auto, tractor and farm implement, small engine equipment, and heavy equipment manufacturing industries. It is designed with three different connecting arms to work with all of the major robotic arms used in most plants.” I said.
We concluded our business, and six weeks later, I got a phone call. A sweet soft voice said; “This is the office of Gary Wilson, would you be available to see him today?”
“Sure does 4:00 PM work?” I replied.
“That’s fine Mr. Wells. We will expect you then. Please bring your notes on the devices we are working on.” Then she disconnected.
The patent search turned up clean, and the patents were filed. Gary told me to be patient for another couple of months, and to expect calls from several companies in various industries. He explained that most of the major companies have people who only job was to find new patents they might be interested in.
A few weeks later I now had 12 more patents. Gary wanted to have a celebratory dinner. I thought it was a great idea. He asked if Betty could join us. I agreed.
Then the sneaky son of a bitch pulled a fast one. As I arrived at the restaurant he called and begged off, but he said Betty was already waiting for me inside. I laughed and told him I would find some nasty way to pay him back.
Betty was waiting and was very surprised when I told her what her uncle had done. I said; “Let’s pay the sneaky bastard back by having a good time.”
We had a great evening. I did not want it to end, but Betty had to work the next day. I got a nice kiss, and her phone number. Then we started dating.
I heard from a couple of major manufacturers about buying or licensing my patents. Because of my ongoing relationship with Betty, I told Gary he was my patent attorney, but I would be using another firm for contracts. He understood and agreed.
I called my old attorney, and he recommended Sara Calhoon. I talked to Gary and he approved and said he would give her a professional heads-up. I called her office and set up an appointment. When I arrived, I was shown directly in. Sara was a very warm attractive lady who when I first met her appeared to be in her mid to late thirties. She offered a seat and we got right down to business.
I asked if she had a suggestion as to how to handle the inquiries and licensing requests.
“We make them come to us. But first, we need to get you set up as an corporation. That way, you are protected, and the corporation pays the taxes on the entire revenue stream, and you only pay taxes on what you draw out. Corporate tax rates are much lower than individual rates. “I have a couple of shelf Inc.s we could use one from a state without corporate taxes and reduce the tax burden even further. You do need to find three people to be share holders and board members, but they only need to hold one share. Any questions?”
“Yes, I have a couple, one is, can I license my existing patents to the LLC?”
“I will look into it, but I am positive that you as an individual can sell or license your patents to you as a corporation. Anything else?”
“Can I use family members as board members?”
“Of course.
“Can you create a trust for me and have the trust control most, 75% or more, of the shares, with me having the proxies?”
“That’s smart, and yes I can.”
“Last one, would you be the corporate counsel as well as my business attorney?”
“The way I envision the corporation, I would be both if you wanted me.”
After that we discussed license versus out right selling, and share distribution. Then I left her a retainer and the inquiry information and left for the day
We set up the corporation as a private concern with 100 shares. I had 12 shares, my mother had 2 shares, my sister 2, and Sara 2. The trust had 82 shares and I held those proxies. We also set it up so that the shares could not be sold except to a current shareholder or the trust and that it would need a 90% vote to issue more shares, or to sell, assign, or remove shares from the trust. Wilson and Co. Inc. was in business.
We licensed the patents to several companies in the US and overseas. Our revenues were in the high seven figures just from the robotic wrenches as we called them.
I now had time to completely devote to some other ideas.
Betty and I dated for several months, and at Christmas time I asked her to marry me. She agreed. I was advised by Sara to have a prenuptial agreement in place. She drew one up that protect the corporation, the trust and my personal assets. It also protected Betty.
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