Does person signing have authority webinars / ISC meetings sign up for this weeks webinars: Mitch Reitman, Fieldhub, Microkey, Actuate March 18, 2025

KEN KIRSCHENBAUM, ESQ
ALARM - SECURITY INDUSTRY LEGAL EMAIL NEWSLETTER / THE ALARM EXCHANGE
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Does person signing have authority webinars / ISC meetings
sign up for this weeks webinars: Mitch Reitman, Fieldhub, Microkey, Actuate
March 18, 2025
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Webinars:  All webinars will be recorded and available on the K&K website at https://www.kirschenbaumesq.com/page/alarm-webinars and are available on Podcasts at https://podcasts.apple.com/us/podcast/ken-kirschenbaum-presents/id1794851477
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TODAY March 18, 2025 noon Mitch Reitman. Accounting and tax issues
Mitch Reitman, Reitman Consulting  MReitman@Reitman.US  817-698-9999 ext.101 http://WWW.Reitman.US
Presenter: Mitch Reitman
Hosted by: Ken Kirschenbaum
Topic:  Sales Tax and Entity Selection for Security, Fire, and Integration Companies.
Did you know that many states have special rules regarding sales tax for burglar and fire alarm monitoring service? Don’t feel bad, neither do most accountants. States may also have special provisions for commercial install, service, inspections, residential install, interactive service, cellular units, and a host of other services.   One thing that is consistent, and for certain, is that if your company doesn’t treat a sales tax situation the proper way, the State will most certainly expect your company, not your customers, to pay the tax.
Mitch Reitman will discuss sales tax and the alarm and integration industry. You will learn the difference between tax code, interpretations by taxing authorities, case law, and technical rulings. Sales tax audits are much more common then IRS Audits.   Even if you have gotten some bad advice, being in compliance when the auditor walks in the door can save you a lot of grief.
Hopefully you have chosen the correct entity (Corporation, LLC, Limited Partnership, etc…) for legal protection for your company. Did you know that the IRS looks at each entity differently. Did you also know that it is possible to be taxed as a different entity in some situations, and that this can lessen your chances of an audit? Mitch will give you some insight into proper entity selection for tax purposes based upon your mix of business.
Register Here: https://attendee.gotowebinar.com/register/6702706891533205338
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March 19, 2025 noon ET Fieldhub: software for security and fire alarm integrators
FieldHub: www.fieldhub.com
Presenter: Miles Fawcett, CEO of FieldHub
Hosted by:  Ken Kirschenbaum, Kirschenbaum & Kirschenbaum
Topic: Learn all about Fieldhub’s all-in-one software built specifically for security and fire installers and integrators. FieldHub handles a huge range of key functions, including accounting, RMR billing and invoicing, as well as being a very strong CRM and dispatching platform, among other things! Sign up for the webinar and come meet the FieldHub team at booth #31087 at ISC West.
Register Here: https://attendee.gotowebinar.com/register/7273615110028492128

March 20, 2025 noon ET Microkey: software solutions for alarm dealers
Microkey: www.microkey.com
Presenter: Victoria Ferro, President of Micro Key Solutions.
Hosted by: Ken Kirschenbaum, Kirschenbaum & Kirschenbaum
Topic: Micro Key Solutions: Your Key to Profitability & Performance. 40 Years of Innovation – Built for Alarm Dealers Like You. "The Industry is Changing – Are You Ready?" Meet us at ISC West Booth 35056.
Register Here: https://attendee.gotowebinar.com/register/6639386016801826908

March 21, 2025 noon ET Actuate: remote video monitoring
Actuate: www.actuate.ai
Presenter: Brian Karas - Brian.karas@actuate.ai
Hosted by: Ken Kirschenbaum, Kirschenbaum & Kirschenbaum
Topic:  Actuate AI. How to drive growth and efficiency in your remote video monitoring portfolio by reducing spam events and adding new video monitoring options. Actuate will be in the AI Discovery Zone at ISC West and is hosting exclusive events for monitoring stations and dealers in the video monitoring business. Contact Brian Karas direct at 603-315-7877 or Brian.karas@actuate.ai
Register Here: https://attendee.gotowebinar.com/register/5007385305740522592

March 24, 2025 noon ET NMC: professional monitoring center
National Monitoring Center: www.nmccentral.com
Presenters:  Tatiana Abramek, Senior Sales Executive with special guest Nicola Oakie, Vice President of Sales, Netwatch North America
Hosted by:  Ken Kirschenbaum, Kirschenbaum & Kirschenbaum
Topic:  Learn about National Monitoring Center’s leading proprietary technology to bring innovative solutions. Contact Tatiana Abramek, Senior Sales Executive, NMC, at 949-877-226 or tabramek@nmccentral.com and Nicola Oakie, Vice President of Sales, Netwatch North America
at 702-816-1974 or noakie@netwatchusa.com
Register Here: https://attendee.gotowebinar.com/register/4188331606419621213
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March 25, 2025 noon ET Security Central: professional monitoring center
Security Central: www.security-central.com
Presenter:  TBD
Hosted by: Ken Kirschenbaum, Kirschenbaum & Kirschenbaum
Topic:  Learn about Security Central’s cs operation and why you should have your accounts with us
Register Here: https://attendee.gotowebinar.com/register/3887630569385895772

March 27, 2025 noon ET Dynamark: professional monitoring center
Dynamark: www.dynamarkmonitoring.com
Presenter: Trey Alter, CEO. talter@dynamarkmonitoring.com  301-745-1602
Hosted by: Ken Kirschenbaum, Kirschenbaum & Kirschenbaum
Topic: The Future of Monitoring: Evolution or Revolution: A look into the changing dynamics of monitoring centers including size, service offerings, technology, and pricing. Also, a special section on how technology is changing the way monitoring centers, dealers, and their customers communicate with one another. Find out how Dynamark has evolved and the investments it is making for the future. Dynamark is hosting dinners in Las Vegas instead of a booth and to participate or arrange visit to either of Dynamark’s monitoring centers contact Trey Alter at 301 745 1602 or talter@dynamarkmonitoring.com.
Register Here: https://attendee.gotowebinar.com/register/4864481779478912605
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Private and Group FREE meeting - schedule now available
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Schedule a free private meeting while at ISC. Meetings will be at the Prestige Lounge at the Palazzo. Time is limited so book now. Contact Kathleen Lampert at 516 747 6700 x 319; for last minute booking or to change appointment while at ISC contact Stacy Spector at 516 987 8428.

Private Meetings with Ken Kirschenbaum, Esq.
Discuss contracts, buying and selling, legal and business issues, disputes, or just come and meet Ken in an informal setting.
Contact Kathleen Lampert at 516 747 6700 x 319 to schedule your free appointment
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Private Meetings with Rory Russell of AFS:
Schedule a private meeting with Rory Russell of Acquisition and Funding Services (AFS) to discuss buying or selling security, fire and integration business. Contact Kathleen Lampert at 516 747 6700 x 319 to arrange a meeting. You can contact Rory direct at 518-366-5111. At ISC you can also contact Stacy Spector to schedule last minute appointment or change an appointment with Rory. Call Stacy Spector at 516 987 8428.
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Private Meetings with Mitch Reitman, President of Reitman Consulting Group Inc. Discuss accounting, tax, due diligence, valuation issues.  Contact Kathleen Lampert at 516 747 6700 x 319 to schedule your free appointment. At ISC you can also contact Stacy Spector to schedule last minute appointment or change an appointment with Mitch. Call Stacy Spector at 516 987 8428. You can reach Mitch at MReitman@Reitman.US or 817-698-9999 ext.101 http://WWW.Reitman.US

Private Meetings with Security America: Security America will be at ISC West – Let’s Talk Insurance. For nearly 20 years, Security America has been bringing affordable rates and top notch coverage for your Professional Liability/General Liability, Excess, Umbrella and Cyber needs. Schedule a one-on-one meeting with Rhett Butler to discuss your insurance needs and how Security America can help. We are ready to help you navigate the best options for your business, offering tailored solutions to protect what matters most. We can even provide indications on-site or you can complete an application in advance at https://securityamericains.com/requestaquote/ . We look forward to seeing you in Vegas!  Contact Kathleen Lampert at 516 747 6700 x 319 to schedule your free appointment. At ISC you can also contact Stacy Spector to schedule last minute appointment or change an appointment with Mitch. Call Stacy Spector at 516 987 8428.
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Group Meetings:  See schedule below. Space limited. Reserve your spot by calling Kathleen Lampert at 516 747 6700 x 319 or Stacy Spector at 516 987 8428.

April 1. Group Meeting: 11:00 am to 12:00 pm - Selling and buying alarm accounts; Things to know. Group Meeting conducted by Ken Kirschenbaum.
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April 1. Group Meeting: 2:00 pm to 3:00 pm – State sales tax and complex company valuation. Group meeting conducted by Mitch Reitman of Reitman Consulting Group
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April 2. Group Meeting: 10:00 am to 11:00 am - "Selecting the best insurance carrier and what is trending with claims"
Learn for yourself the differences of various insurance carriers. Understand why some are better than others. We will discuss what is trending with claims in the security industry and tips to limit your liability when an incident arises. Group meeting conducted by Shawn Iverson of The Insurance Center. You can also meet Shawn at The Insuarance Center booth.
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April 2. Group Meeting: 11:00 am to 12:00 pm – Contracts – which ones you need and why you need them. Group meeting conducted by Ken Kirschenbaum.
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April 3. Group Meeting 11am to 12 pm. Buying or selling your security business. Group meeting conducted by Ken Kirschenbaum
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Does person signing have authority
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Ken,
The following comment for your newsletter.
We just had a customer that refused to pay anything for 4 different monitoring contracts worth over $100,000.00. Their defense was that the employee that signed the contracts didn’t have the authority to do so.
  Inasmuch as I had dozens of various emails wherein the contract was discussed and the VP of the company was also copied they lost their footing and we were able to settle the case for a substantial amount of money before the scheduled arbitration.
How about a contract upgrade to add something that the person signing the contract affirms that they do so with the authority to bind the company etc…………….I will leave the legal wording to my favorite attorney for over 40 years 😊
Scott Diamond
Technology Project Manager
Encore Electric LLC
Shrewsbury NJ
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Response
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          How many attorneys do you have for 40 years that I am competing with?
          Scott’s case, BTW, was handled by K&K’s litigation department head, Maureen Beil, Esq.; she did her usual suburb job.
          The issue of authority, or lack thereof, comes up in a lot of cases. I did consider a provision in the Standard Form Agreements that the party signs represents that he or she has authority to sign. Some versions may have that in it. But I believe the most up to date contracts do not have that provision, and for a very good reason.
          How this would arise? Corporate subscriber [I suppose could be an individual who has someone else signing the contract] is identified in the contract as the subscriber. There is a representation and warranty that the person signing has authority. A dispute arises and the corporation claims the person did not have the authority. What does the provision in the contract representing authority accomplish? My opinion, not much or nothing. Why? An agent cannot establish his own authority as agent. A person signing cannot therefore establish authority merely by stating so in the contract.
          There are two kinds of authority, actual and apparent. There are other issues that affect this dispute too like ratification, assumption and waiver, but let’s leave that for another day. Actual authority can be established by a corporate officer providing a corporate resolution by the board of directors authorizing a specific person to sign the contract. Actual authority would also be established when a known officer of the corporation signs the contract, especially if the officer is someone such as president, secretary, treasurer. OK maybe VP of Sales may not really have the authority.
   Apparent authority is when someone appears, within reason, to be in charge and authorized to sign the contract. Sometimes it’s the only clerk in the store; or director of security, or store manager. These scenarios present different facts and a trier of facts would need to sort things out, weigh testimony and determine if in fact the person signing had authority.
          Sometimes they don’t. All is not lost because in that case the person signing will be personally liable. Sometimes the corporation does care about that person’s liability because they may be important to the corporation; in those cases the corporation will generally accept responsibility for the contract rather than let the person signing hang out to dry.
          So the principles of law are that an agent signing for a known principal is not personally liable, the principal is.
          An agent signing without authority or on behalf of an undisclosed principal is personally liable; the corporation is not liable, though it could become liable by ratification, assumption or waiver.
          More to the point of the above suggestion, an agent cannot by his own testimony establish his authority. Most of you enter into contracts with agents all the time. The property managers are agents. Sometimes they sign a contract and their principal will claim no authority. Many of you have concerns when an agent changes, such as a property manager. If the property manager had authority then the contract was signed the principal was bound and terminating the managing agent won’t change that.
          You need something more than a statement in the contract that the person signing has authority, and adding that statement won’t make much if any difference.
            But thanks for the suggestion.
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STANDARD FORM AGREEMENTS: To order up to date Standard Form Alarm / Security / Fire and related Agreements click here: www.alarmcontracts.com
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Ken Kirschenbaum,Esq
Kirschenbaum & Kirschenbaum PC
Attorneys at Law
200 Garden City Plaza
Garden City, NY 11530
516 747 6700 x 301
ken@kirschenbaumesq.com
www.KirschenbaumEsq.com