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deals fathers day northwest registered agent
As a small company owner you will certainly deals fathers day northwest registered agent want to form a legal entity framework to obtain minimal obligation protection. A prominent way to get restricted liability security is to form a LLC to secure your individual properties from financial institutions, borrowers, and also lawful cases. One of the foremost factors for you to create an LLC is the benefit of having limited responsibility security. Restricted liability protection is managed to all members of an LLC An LLC should be operated with a total separation of individual as well as service possessions. One benefit of creating an LLC is that of go through taxes status, or earnings moving via the entity to the members or proprietors. In order to keep the benefit of limited responsibility defense, the company should adhere to all neighborhood, federal, and also state laws. The company needs to additionally do whatever that is called for to preserve a good business standing, pay all needed tax obligations, as well as submit all needed documents. deals fathers day northwest registered agent
deals fathers day northwest registered agent Before you determine if filing an LLC is right for your certain situation, you will should learn more about several of the advantages, dangers, and also demands that will influence you and also your business. Below are several of the advantages of creating an LLC deals fathers day northwest registered agent
Benefits of Creating an LLC. deals fathers day northwest registered agent
Only 1 participant of a service is called for to form LLC.
LLC can be taxed just like sole-proprietorship, partnership, or corporation (Internal Revenue Service type 8832).
LLC can have greater than 75 members.
Nonresidents of US could be members of LLC.
Pass through taxes for LLC much like sole-proprietorship or collaboration. deals fathers day northwest registered agent
A Firm can be the owner of an LLC.
Should you Type an LLC to write off overhead?
When deciding to develop a LLC you will certainly should take a look at all the choices that are offered to you. First is the understanding that organisations, whether they are corporations, LLCs, sole-proprietorships, or partnerships could deduct their overhead. You do not have to develop an entity to have the advantage of deducting your costs. Having the standing of LLC or Company may restrict your direct exposure to audit, but it does not supply even more tax obligation deductions as compared to a sole proprietorship. For example, a sole proprietorship could subtract any reputable overhead; such as cell phone, vehicle miles, gas used for business travel, aircraft price for company traveling, and so on. Check with your Certified Public Accountant to verify that this holds true for your particular situation.
deals fathers day northwest registered agent With either a LLC or an S Firm, all of business earnings as well as losses will pass-through to the owners of the business yearly. When you file your personal tax obligations, your accountant should provide you with a K1 for your company and consist of the profit or loss statement within your personal tax return. This is various from that of a c corporation because a c firm exists as a lawful and separate entity from its shareholders. The police officers & supervisors are responsible for tax obligations, not the shareholders. The c-corporation is in charge of creating the government a check for all the profits earned within the tax obligation year. The investors would certainly include on their tax returns any kind of returns or income got from the business in the year, and not the certain earnings gained by the business.
Demands for Developing L.L.C deals fathers day northwest registered agent
. There are several requirements for submitting an LLC and a few of them are:.
LLC needs to contend least 1 member.
LLC must preserve an operating arrangement. An operating arrangement is generally considered a roadmap for your business. It will certainly offer the members, or proprietors, direction specificing ways to manage details situations for the business.deals fathers day northwest registered agent
Articles of Organization have to be submitted with your Secretary of States Corporation Bureau. A Lot Of Secretary of States internet site offer thorough guidelines on ways to submit, where to submit, what does it cost? to pay, and also the yearly demands if any. As an example, the State of The golden state calls for all LLCs to submit an annual Statement of Info specificing the members of the entity. This form is additionally required for firms.
Appears very easy doesn't it? Well establishing the LLC typically is easy, specifically if you are planning to run a solitary or more members LLC. The more complex your business plan, the a lot more intricate both the operating arrangement as well as articles will certainly end up being. If you are intending on establishing a company as an LLC with members which you do not know, you should take into consideration speaking with an attorney to secure your civil liberties. There are many examples of deals fathers day northwest registered agentorganisations that don't do well, and examples of services that have management problems and differing point of views in between members. Secure your interest by spending the added time and money and ensure that you have safeguarded your possessions. A lawyer will have the ability to direct you as well as notify you to any challenges that may happen.
There are lots of solution business available as well as this may be a good route for you if you are planning on setting up a single participant or multi participant LLC. Prior to you file, do your homework and also see to it that you could trust your companions and that you have the correct articles as well as operating contract in place.
How to Type an LLC as well as pay much less in tax obligations. deals fathers day northwest registered agent
As mentioned earlier, you could develop a LLC by self-filing your posts, pay a service provider, get in touch with an attorney, or perhaps talk to your accountant. No matter which declaring method you prefer and even pick, you need to think of your LLC from a tax point of view. When you have determined that an L.L.C. or corporation is ideal for you, the major determining factor should be to reduce your overall taxes. Each state will have various tax obligation requirements and tax obligation prices so check with your accountant as well as ask which is ideal for you. Some posts or web sites will certainly assert that one is far better compared to the other, however its outside of the range of a short article to make this claim.
Lots of States currently offer on the internet declaring methods for starting your LLC. Filing online in several states is very easy and takes only a few minutes. You will certainly should have a major charge card or debit card to finish the procedure of setting up your LLC. As soon as you place your order online, the state will examine it as well as normally react within 1-5 organisation days.
First, you will need to look for name schedule. This procedure is typically simple as the majority of states provide web sites to look for available names. You could use the freely offered devices to try to find offered names within your state.
Next, you will certainly intend to comply with state demands that can be discovered on Assistant of State website. Go to the state internet site to find a sample and also make certain that you follow the short article demands or your papers will certainly be returned for improvement. In states like The golden state and also New York, returned documents can waste useful time. deals fathers day northwest registered agent
Operating Agreement for LLC.
You must watch your operating contract as a roadmap for your LLC as well as an overview of manage the challenging inquiries. The purpose of having a well-detailed operating agreement is to specify how the participants and also even more significantly business need to react to particular circumstances. An operating arrangement is required for all LLCs no matter state. An operating agreement adds less value for a 1 participant LLC because there is no possibility of difference in between the participants.deals fathers day northwest registered agent Nevertheless, if you have 50 members in an LLC, it will certainly be crucial to clearly detail an operating arrangement. A well composed running contract will work as a standard for fixing lots of tight spots. If your operating contract does not specify what to do in a certain circumstance you might wish to call a special conference of the members to change the operating arrangement.
What happens if it does not work out? You can Dissolve your LLC.
An LLC, like a corporation, could exist in perpetuity, or not have an ending date. An LLC can also be arrangement with an end date for dissolution. deals fathers day northwest registered agent If you want to liquify your LLC you might end up having your company audited by the Internal Revenue Service. It is a truth that several companies get investigated when they dissolve, so prefer to start as well as close your organisation carefully. Always get in touch with your accounting professional prior to dissolving a company.
In some scenarios, dissolving an LLC can be fairly easy to do, and it is finished in many states by filing a straightforward type notifying the state of the purpose to dissolve.
Is Developing an LLC right for you?
Forming an LLC is easy and while you could do it on your own, you might be better off seeking professional assistance when setting up your service. In some scenarios you will certainly require the aid of an attorney, accountant or both. With any luck after reading this you have a far better suggestion about the needs and some of the prospective risks of setting up and running your very own LLC. While this post is not meant to have all the answers, it will ideally offer you a good basis for moving on with the formation of your brand-new LLC.
LLC represents a minimal liability company. LLC's run similar method as a firm, because it is a legal entity that can conduct company under its very own name. More and more company owner' are electing to create LLC's every year however why precisely are numerous entrepreneur now doing this?
As the name restricted responsibility suggests the reason that numerous local business owner are deciding to create an LLC is to lower their individual liability. As an example if you continuously operate your company as a sole owner or collaboration you are personally responsible for any type of company debts and also for legal action negotiation obligations brought versus your company. Simply put virtually everything you have might potentially be at danger as well as be utilized to work out service financial debts. When you established an LLC you hold dividing your service from on your own. By doing this you are aiding to protect assets such as your personal savings as well as various other property including your automobiles, checking account, residence etc
. By forming an LLC, preserving and running it correctly, you along with other participants (owners of an llc are called members) included must not be held directly accountable for points that might go wrong during the course of company or any one of the financial obligations that are encountered. This suggests that individual possessions of the participants are secured and also will not be made use of as a way of clearing up organisation debts.
So simply exactly how exactly do you deal with forming an LLC? Believe it or not if you intend to create an LLC you will locate it to be a somewhat easy process and also it might be one of the very best things that you ever provide for your business. Actually all you really have to do is the complying with to earn it legal and also a fact:.
First you will certainly have to choose a name for your company. There are 2 essential aspects when it involves doing this. The evident one is you need to make certain the name you desire is readily available as well as secondly you have to make certain that it abides by your state's restricted obligation company laws such as finishing with LLC. Better, some words could be banned by your state such as bank or insurance policy.
Next you need to submit formation records with the state. These are usually described as the posts of organization or a certification of development, There is a cost to submit the records with the state and also can vary in between $50 to $500. Once your LLC filing has actually been accepted by the state you need to after that develop an LLC operating contract. Within this arrangement you ought to lay out the legal rights as well as responsibilities of each of the LLC participants.
Last but not least a few states need that you publish notification that the LLC formation has been finished. Make sure to examine if this is needed by your state. As soon as this is completed you then simply have to get a Federal Tax obligation ID Number (FEIN) in addition to any type of licenses as well as permits that could be needed for your type of company.
Find out the fundamentals on how to develop a LLC.
LLC's or a Restricted Liability Company is a type of entity that you are able to register in various states. You are able to sign up a LLC via the Assistant of States' workplace in the state that you want to form an LLC within.
LLC's are developed for various reasons and one significant factor can be the tax obligation advantages that can be obtained. Tax Obligations for Minimal Responsibility Companies are done using something called pass through taxes. This means that the earnings gained by the service as well as tax obligations for the business would be reported by the participants of the Minimal Liability Company, it would not be different from the person.
Like Corporations, LLC's have the ability to provide obligation security for your service. It provides security by developing splitting up between you as a private as well as business. As long as the LLC is established correctly, it will shield you from any kind of responsibilities or problems incurred by the company. deals fathers day northwest registered agent
Benefits of Creating a LLC.
An advantage that Limited Liability Business also provide is the freedom to run your organisation without the hassle of constant reporting. Unlike firms, LLC's are not required to keep a record of conference minutes e.t.c. This makes it a great deal less complicated to run an LLC, especially for new business owners that will not have time to invest making sure they did the right paper job.
Using a third party to register new LLC's, could be helpful too. Not just does it remove the problem of paper job, however it likewise gives you the guarantee that the documentation is done properly, eliminating any kind of possibility of issues in the future.
C-Corp: You are intending to elevate outdoors resources from a group of investors, think your company will certainly expand to be an industry as well as possibly go public someday, or you would certainly choose to have all taxes dealt with at the business degree as opposed to passed thru to specific investors including on your own.
LLC: You anticipate your business to be smaller sized and not have as several shareholders, as well as to elevate little (if any type of) outside resources. You do not expect to go public yet assume it is most likely you will certainly want to pay the profits made by the company out to investors regularly.
Still cannot choose? We'll define each entity enter extra detail which with any luck assists with your decision making.
LLC– Restricted Liability Company. These entities were developed to enable entrepreneur to set-up a legal entity that offers them private lawful and monetary defenses (assuming you do not co-sign for the LLC's liabilities) while keeping a tax reporting framework that allows the business owner to videotape profits and also losses on their individual taxes. Therefore, LLC's are thought about "Pass Through" entities for tax obligation objectives, indicating that the taxed earnings or losses for the business are passed thru to business proprietors, who record these as component of their personal tax obligation filings. The LLC does not pay corporate tax obligations commercial as well as does not build up losses for future tax obligation offsets. All of this is passed thru to owners.
The LLC structure is generally best for smaller companies where there are a few proprietors that are actively involved in business operations (owners of an LLC are split right into active and also easy proprietors, and passive proprietors obtain substantially less tax advantages from an LLC framework. To be taken into consideration "Active" you need to be fulfill the Internal Revenue Service's interpretation of being meaningfully associated with the procedures of the business). LLC's in the majority of states are limited in terms of the variety of investors they could have, although this is changing as well as there are methods around these restrictions, but once more, LLCs are created for smaller companies so as you expand and also your shareholder base expands, you may meet a few of these restrictions.
LLC's are also a good selection in scenarios where you expect the company with have significant revenues and you intend to pay those out to shareholders often. Since they are "Pass Via" entities, LLC's are not strained for the revenues and also rather this is done at the private proprietor level. Therefore, any kind of cash from revenues in the LLC has been spent for in terms of taxes currently by the owners, and could be dispersed to proprietors without any extra tax due. This is different from a C-Corporation that faces just what is called "Dual Taxation" in that the company pays tax obligations for its revenues, and after that investors pay taxes for any distributions (dividends) paid to them. It is important to keep in mind that LLC's do not have to distribute profits to investors. You can choose to maintain revenues in the company rather to reinvest in business (or simply keep for a stormy day). Each holders share of these revenues is tracked in their capital account (component of the equity item of your balance sheet).
We do not have data to reveal it, yet have actually heard from some people that they believe LLC's get discounted worths to some degree in a procurement, in particular if the acquirer is a C-Corp (note: virtually every public company in the United States is a C-Corp). There are two possible arguments for this sight. Initially, since LLCs are not strained, they are most likely to have some funky stuff going on when it involves resources accounts, retained earnings, and so on. Since C-Corp financing teams do not understand LLCs too, they can be naturally careful, which may impact the appraisal paid. The second reason is that it is regarded as being simpler for a C-Corp to buy one more C-Corp, whether it is the process of tackling impressive stock options, handling tax obligation matters for the stub year of the purchase or various other aspects, there is most likely some sensible argument here. Once more, we do not have information to back this up, yet it is worth stating as you consider the best framework for your organisation.
One last note on LLCs. If you have any type of plans to elevate loan from institutional investors, DO NOT create a LLC. There is an easy description for this. The majority of venture funds are banned from purchasing LLC's due to the fact that these entities could produce UBTI (unassociated company taxable income) for the endeavor fund, and also for that reason for the funds minimal companions. Most of venture fund restricted partners are charitable entities, as well as one of the most convenient means to mess up this classification is to receive UBTI. Therefore, endeavor fund papers most likely to excellent sizes to ensure they will not remain in a situation where they might take on UBTI. Prior to you create a remark listed below, yes, you are appropriate, there are lots of examples of venture firms buying LLCs (wait, however you claimed …). HOWEVER, in these cases, the funds really purchased something called a "blocker corp", which is a C-Corp formed for the specific purpose of purchasing a LLC. This "blocker corp" effectively blocks UBTI from entering the fund, since it is handled within the blocker corp's C-Corp structure. So, yes, they CAN make a financial investment in an LLC, it is an annoyance for venture funds to do this as well as they would substantially choose you have a C-Corp. We 'd also say that entering to pitch an endeavor fund with a LLC structure will certainly reveal you as being rather naïve regarding firms as well as endeavor funding, which could not be a major knock, but is still a knock. Considered that, why offer a possible factor for a prospective financier to look in other places?
C-Corporation. C-Corporations are what we think of as "regular" organisation entities since these are the types of entities we see and deal with every day. C-Corps are taxable organisation entities, implying that every year they report their profits/losses and also pay tax obligations (state as well as government) when they make a profit, and also tape a tax loss carryforward when they have a loss (these can typically be applied versus future year earnings for tax obligation objectives). Investors in C-Corps have no tax ramifications from earnings or losses as an outcome of owning shares in the entity, and would only need to pay taxes if they were to obtain a returns repayment from the company or were to market their shares for a profit. In addition, the 'Corporate Veil' of C-Corps is really solid in lawful circumstances, meaning it is practically unprecedented that an investor of a company would certainly have any type of lawful obligation for the actions of the business by virtue of just being an investor. While LLCs have similar securities, they are less tested in the courts as well as because these entities are usually pertaining to personal services, it is in some cases possible for plantiffs to "pierce the company shroud". There is a substantial amount of lawful precendent for C-Corporations, which is a crucial factor to consider, specifically as you organisation expands as well as the likelihood of some jerk attempting to bilk money out of you for some bogus legal case boosts (do you get the feeling we do not like trial attorneys?).
The primary negatives for a C-Corp is that they are rather more pricey to preserve from a legal and tax filings perspective, as well as face "double taxation" when distributing revenues to investors. This second piece is one of the most essential, and is ideal described with a quick instance. Take a company that pays 25% in taxes on every buck of profit, with shareholders that each pay taxes at a 30% effective price. The company reports profits of $1,000 for the year, and also pays $250 of that in tax obligations. The company determines to pay the remainder to shareholders, so pays $750 in returns. Investors report these rewards as well as income, as well as are exhausted on them at the 30% rate (not at the reduced Funding Gains tax obligation rate), so of the $750 in returns paid, $225 goes to pay taxes. So, with a C-Corp, of the $1,000 in profits, $475, or 47.5% is paid in taxes. If the entity were a LLC, business would certainly pay no tax obligation on the $1,000 revenues. Rather, people would pay taxes on these earnings at their individual tax price, so in this instance, $300 would go in the direction of taxes, as well as the various other $700 would be paid to shareholders. This is a 17.5% tax obligation hit for having a C-Corp framework, which huges (as well as in our sight a silly procedure, but we question this gets altered anytime soon, or ever).
Below is the bright side. If you are preparing to elevate financial backing or cash from Angel capitalists, it is unlikely you will certainly ever pay returns anyways, so you must not let the dual tax issue trouble you too much. Investors anticipating making multiples on their preliminary investment are mosting likely to have a tough time earning an appropriate price of return based on reward settlements. While every favored financing framework we have actually ever seen has dividends as part of the offer, these are non-cumulative (or ought to be) and are actually only in place as a defense reaction for capitalists (to avoid common owners from paying out all of the capital in a company to themselves).
On equilibrium, we would recommend you opt for a C-Corp unless you are a small business or have a tiny team of owners. This is one to go over with your founders as well as legal advisors, but if you would certainly check any of packages in the fast summary above for C-Corp, we would certainly advise going that route.
Quick note: It is feasible to convert an entity from a LLC to a C-Corp. It can be a pain to do this, however it could be accomplished, so don't worry if you are currently created as a LLC, you can transform it later– we would certainly recommend you intend to do it combined with an outside financing round as it is not an economical procedure. Allowing potential investors know you are a LLC yet plan to transform with the funding could help with the slight knock we assume you'll get for being a LLC to begin with.
2nd quick note: If you prepare to self-fund the business for a number of years prior to increasing outside capital and enjoy optimum tax obligation planning (and have a good tax as well as business attorney), consider structuring as an LLC in order to recognize very early year losses directly prior to you increase outside loan. Strategy to convert when your service starts to create a revenue or when you increase outside resources (whichever comes first). This just functions if you are self funding with a significant amount of money, and also will need additional work (as well as legal costs), so we doubt this is the best path for concerning 97% of individuals reading this write-up, however we such as tax obligation optimization so figured we 'd mention it for the 3% of you out there.
Appropriate variables to including as a C-Corp:.
Factors in favor:.
Helps with outside financial investment – many capitalists could just invest in C-corporations.
Helps with stock alternative plans, exchangeable notes, and so on
. Prospective clients could feel that a corporation is more considerable and also a lot more "real" compared to an LLC.
Much more administration adaptability.
Aspects against:.
Potentially extra business formalities, like having a board.
If the plan is to primarily provide dividends to shareholders.
Appropriate aspects to forming an LLC:.
Consider support:.
If your goal is a 'way of life organisation'.
Plan to pay out profits to shareholders on routine basis.
Elements against:.
Venture capitalists tend not to prefer to buy LLCs.
May get slightly reduced appraisals in acquisitions.
May obtain more costly as well as difficult as business expands.
Can be structured to look like a company, but that includes extra complexity and expense.
Pertinent aspects to earning an S-Corp political election:. deals fathers day northwest registered agent
Consider favor:.
If your objective is a 'lifestyle company'.
The company will make a profit right after the unification and will certainly distribute it to the investors.
Aspects against:.
Limitation on the variety of investors (100 optimum).
Rules on that your shareholders can be.
Normally not feasible for venture-backed companies.
Here is ways to create an LLC:.
Select a Name for Your LLC.
Select a Registered Agent.
Have an Organisation Attorney Prepare Your Articles of Company.
Have a Company Legal Representative Draft Your LLC Operating Agreement.
Obtain a Company Recognition Number (EIN) from the IRS.
Open a Savings Account for the LLC.
Have Members Daft a Financial Investment Depiction Letter.
Prepare and Submit Form LLC-12 Declaration of Details.
Pay the Annual Charge to the State Franchise Tax Obligation Board.
Establish the Tax Obligation Condition for the LLC.
Request Any Type Of Required Authorizations and Licenses.
To your second question, you are far better off employing an attorney to do it for you if there is greater than someone (definition you will certainly require an Operating Agreement) or there is any kind of intricacy.
I agree that maybe one of the most integral part is composing an excellent operating contract, solutions like lawful zoom will certainly not give you with a customized Operating Agreement and also accounting professionals don't actually like composing governing papers.
Every state needs every LLC to have an operating contract as well as it is just one of one of the most essential papers you'll ever get ready for your LLC. deals fathers day northwest registered agent
An operating arrangement that is customized to your LLC ought to be prepared as well as submitted by your business attorney so that it is precise and complete.

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If the hardware behind your domain controllers has become outdated, here's a step-by-step guide to performing a hardware refresh.
Microsoft added the option of using the Azure Backup service to provide recovery support for SQL Server 2008 and SQL Server 2008 R2 when those workloads are hosted on Azure virtual machines.
Exchange Server 2019 with Cumulative Update 2 (CU2) can help organizations rid themselves of old authentication protocols, which constitute a potential security risk.
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No. 17-30117
D.C. No. 3:16-cr-05110-RJB-1 MEMORANDUM Appeal from the United States District Court for the Western District of Washington
Robert J. Bryan, District Judge, Presiding Argued and Submitted May 17, 2019 Seattle, Washington Before: HAWKINS and W. FLETCHER, Circuit Judges, and BURY, District Judge.
This disposition is not appropriate for publication and is not precedent except as provided by Ninth Circuit Rule 36-3.
The Honorable David C. Bury, United States District Judge for the District of Arizona, sitting by designation.
David W. Tippens appeals from his conviction for possession of child pornography in violation of 18 U.S.C. § 2252(a)(4) and (b)(2). We have jurisdiction under 28 U.S.C. § 1291 and we affirm.
The parties are familiar with the facts. We refer to them only insofar as necessary to explain our decision.
On appeal, Tippens challenges the district court's denial of his motions to dismiss the indictment and to suppress the NIT and Washington warrants.
1. Tippens argues that the district court erred in denying the motion to dismiss the indictment based on outrageous government conduct and abused its discretion in declining to exercise its supervisory powers, a decision we review de novo. See United States v. Black, 733 F.3d 294, 301 (9th Cir. 2013). The district court here did not err: Even if the government acted outrageously in allowing Playpen to continue to operate for two weeks, its conduct was not so outrageous that it violated due process and warranted dismissal of the indictment under the "totality of the circumstances," especially given "the nature of the crime being pursued and necessity for the actions taken in light of the nature of the criminal enterprise at issue." Black, 733 F.3d at 303-04. Permitting the site to continue to operate for this limited time allowed the government to identify and prosecute numerous individuals involved in the child pornography industry, and to rescue 49 children from sexual exploitation. United States v. Anzalone, 923 F.3d 1, 6 (1st Cir. 2019).
We review for abuse of discretion the district court's decision declining to exercise its supervisory powers. See Black, 733 F.3d at 301. Here, there was no abuse of discretion because the district court did not unreasonably weigh the Black factors.
2. Our holding in United States v. Henderson, 906 F.3d 1109, 1114-20 (9th Cir. 2018) forecloses consideration of the NIT warrant issues raised in Tippens' motion to suppress. Even though the warrant violated Rule 41(b), the "good faith exception applies to bar suppression of evidence obtained [] pursuant to the NIT warrant." Id. at 1120.
3. Tippens also contends that the district court erred in denying the motion to suppress all evidence obtained pursuant to the Washington warrant. He argues that Pierce County Detective Douglas Shook intentionally or recklessly made false and/or materially misleading statements and omissions in the affidavit supporting the Washington warrant and, therefore, the Washington warrant lacked probable cause. We review de novo a "district court's determination '[w]hether probable cause is lacking because of alleged misstatements or omissions in the supporting affidavit.'" United States v. Elliott, 322 F.3d 710, 714 (9th Cir. 2003) (quoting United States v. Reeves, 210 F.3d 1041, 1044 (9th Cir. 2000)). We review for clear error a district court's factual findings as to whether "any statements [in the probable cause affidavit] were false or omitted and whether any such statements were intentionally or recklessly made." Elliott, 322 F.3d at 714.
The district court did not clearly err in finding that Shook did not intentionally or recklessly make false or misleading statements in the affidavit about Tippens downloading child pornography. In the affidavit, Shook stated that Tippens accessed a series of posts on Playpen containing images depicting child pornography in February 2015 and that such images would have been "downloaded" and displayed on his computer upon accessing the posts. At the Franks hearing, Shook clarified what he meant by the term "download," stating he used the term "download" to refer to Tippens viewing images of child pornography on Playpen on his computer, not that he had stored the images on his computer at that time. The district court found that Shook was credible, a finding which we "pay special deference to" and will not disturb. Elliott, 322 F.3d at 715.
The reference is to Franks v. Delaware, 438 U.S. 154 (1978). To prevail on a Franks challenge, "the defendant must establish . . . the affiant officer intentionally or recklessly made false or misleading statements or omissions in support of the warrant and . . . that the false or misleading statement or omission was material, i.e., necessary to finding probable cause." United States v. Perkins, 850 F.3d 1109, 1116 (9th Cir. 2017) (citation and internal quotation marks omitted)).
At the Franks hearing, Shook also admitted that he knew that the Tor browser contained a feature that was designed to prevent the automatic downloading of data onto a user's computer that normally occurs when viewing a public website (referred to as the "disk avoidance feature"), but did not include this information in the affidavit. Shook testified that, in his experience, the Tor browser did not completely eliminate trace digital evidence from a user's computer, which the district court determined was credible. Consistent with his testimony, the affidavit alleges that a computer may unintentionally retain digital evidence.
We are not left with a "definite and firm" conviction that the district court clearly erred in concluding that Shook did not intentionally or recklessly omit such information from the affidavit. United States v. Perkins, 850 F.3d 1109, 1115 (9th Cir. 2017). There is no evidence that Shook intended to mislead the magistrate judge into concluding probable cause existed when it did not or that Shook knew or had a "high degree of awareness" that the information in the affidavit was false or misleading without the information about the Tor browser's disk-avoidance feature. United States v. Senchenko, 133 F.3d 1153, 1158 (9th Cir. 1998). We cannot say that the district court's view of the evidence was clearly erroneous under these circumstances. See Elliott, 322 F.3d at 715 ("Where there are two permissible views of the evidence, the factfinder's choice between them cannot be clearly erroneous." (citation and internal quotation marks omitted)).
The district court did not err in concluding that there was probable cause to search Tippens' Washington residence based upon the totality of the circumstances which included: (1) Playpen was an illegal child pornography site; (2) Tippens created an account on Playpen under the username candygirl123 in Hawaii, maintained it for more than three months, and actively logged into the site for 26 hours; (3) trace digital evidence could be recovered from a user's computer of the user's internet activities; and (4) the reasonable inference that Tippens likely carried, as opposed to shipped, a computer or laptop when he moved from Hawaii to Washington. Such facts and inferences demonstrated that there was a "fair probability" of finding digital evidence of child pornography on Tippens' computer. See Illinois v. Gates, 462 U.S. 213, 238 (1983); see also United States v. Gourde, 440 F.3d 1065, 1071 (9th Cir. 2006).
4. Since we conclude that the district court did not err in denying the motion to suppress the Washington warrant, we need not consider whether the good faith exception applies.
The American Civil Liberties Union ("ACLU")'s and the ACLU of Washington's motion for leave to file an amicus brief (Docket Entry No. 14) is granted. --------


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Why You Should Buy at an Online Headshop
There are many things that you can get to use for smoking and we are going to be looking at some of them now. Cigarettes are what many people use to smoke but if you are someone who really likes quality, you might want to try out those bongs and those pipes. Of course bongs and pipes are very different from those cigarettes and they are not as easy to use as the normal cigarettes. The good news for you though is that today, there are now online head shops that you can go and visit. There are those head shops that you can find at the cities out there and you are also going to find a lot of them online as well. There are many wonderful benefits that you can get when you go up online to find those headshops.
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Fort Washington is located in Maryland. Fort Washington, Maryland has a population of 24,062. Fort Washington is less family-centric than the surrounding county with 26.47% of the households containing married families with children. The county average for households married with children is 27.26%.
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The average high temperature in July is 88 degrees, with an average low temperature in January of 26.6 degrees. The average rainfall is approximately 43.5 inches per year, with inches of snow per year.
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The 2019 Rickshaw Challenge
Flair takes on The 2019 Rickshaw Challenge 1000 kilometres, 2 less-than reliable rickshaws, and 1 great cause. On April 6th four of our colleagues from Flair HQ began a 1000km journey up the coastline of Southern India all to raise money for MacMillan Cancer Support,...read more
Keeping History Alive with our V&A Rugs
Keeping History Alive with our V&A Rugs 18 APRIL 2019 World Heritage Day celebrates the history around us, the landmarks and monuments that symbolise our culture and history. At Flair Rugs we don't have much expertise in historic landmarks or protected heritage...read more
Bright, Bold and Bohemian
Bright, Bold and Bohemian 17 APRIL 2019 Dream-catchers, fairy lights, a forest of indoor plants, scatter cushions scattered everywhere, candles and a whole lot of wicker... Bohemian is back and it's brighter than ever. It's hard to put your finger on an exact...read more
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One of the best ways to improve the look of your video is to include b-roll. B-roll is the supplementary footage included as a cutaway. This might include shots of a customer service rep talking on a phone, a designer editing your website, visuals of your office, or even screenshots of your product. The key with b-roll is to make sure each and every piece enhances the story.
For marketers trying to compete in this new digital medium, it's incredibly difficult to surface your content above the competitive noise. While the amount of time consumers spend on web and mobile has increased dramatically, the amount of available content has increased exponentially. More digital content is created in a day than most people can consume in a year. With so many distractions and choices, your audience has a very short attention span.
WhatsApp was founded by Jan Koum and Brian Acton.WhatsApp joined Facebook in 2014, but continues to operate as a separate app with a laser focus on building a messaging service that works fast and reliably anywhere in the world.WhatsApp started as an alternative to SMS. Whatsapp now supports sending and receiving a variety of media including text, photos, videos, documents, and location, as well as voice calls. Whatsapp messages and calls are secured with end-to-end encryption, meaning that no third party including WhatsApp can read or listen to them. Whatsapp has a customer base of 1 billion people in over 180 countries.[46][47] It is used to send personalised promotional messages to individual customers. It has plenty of advantages over SMS that includes ability to track how Message Broadcast Performs using blue tick option in Whatsapp. It allows sending messages to Do Not Disturb(DND) customers. Whatsapp is also used to send a series of bulk messages to their targeted customers using broadcast option. Companies started using this to a large extent because it is a cost effective promotional option and quick to spread a message. Still, Whatsapp doesn't allow businesses to place ads in their app.[48]
The digital revolution has led to a titanic shift in the landscape of the marketing communication, while also creating new opportunities for businesses to reach and engage consumers through smart, social, and mobile media technologies. In this course, you will learn about the impacts of digital technologies on marketing communication strategies and practices. By understanding the underlying processes of marketing communication and the core features of new media technologies, you can strategically select the appropriate channels to deliver the right marketing message to the right audience at the right moment.
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In addition, social media platforms have become extremely aware of their users and collect information about their viewers to connect with them in various ways. Social-networking website Facebook Inc. is quietly working on a new advertising system that would let marketers target users with ads based on the massive amounts of information people reveal on the site about themselves.[104] This may be an unethical or ethical feature to some individuals. Some people may react negatively because they believe it is an invasion of privacy. On the other hand, some individuals may enjoy this feature because their social network recognizes their interests and sends them particular advertisements pertaining to those interests. Consumers like to network with people who have interests and desires that are similar to their own.[105] Individuals who agree to have their social media profile public, should be aware that advertisers have the ability to take information that interests them to be able to send them information and advertisements to boost their sales. Managers invest in social media to foster relationships and interact with customers.[106] This is an ethical way for managers to send messages about their advertisements and products to their consumers.
After you've determined the type of music you need, it's time to start analyzing potential songs. Consider the song's pacing. Songs with a steady rhythm are easy to change to suit your video style. Hoping to include your favorite, Top 40 hit? Popular, radio songs are usually structured in 4-5 parts and can be difficult to transition. Try to choose simple songs that are easy to loop. If you're looking for an instrumental song, be sure to find something that was recorded with real instruments. Songs made with digital samples can make your video feel unprofessional and out of date.
While the obvious purpose of internet marketing is to sell goods, services or advertising over the internet, it's not the only purpose a business using internet marketing may have; a company may be marketing online to communicate a message about itself (building its brand) or to conduct research. Online marketing can be a very effective way to identify a target market or discover a marketing segment's wants and needs. (Learn more about conducting market research).
In the parlance of digital marketing, advertisers are commonly referred to as sources, while members of the targeted ads are commonly called receivers. Sources frequently target highly specific, well-defined receivers. For example, after extending the late-night hours of many of its locations, McDonald's needed to get the word out. It targeted shift workers and travelers with digital ads, because the company knew that these people made up a large segment of its late night business. McDonald's encouraged them to download a new Restaurant Finder app, targeting them with ads placed at ATMs and gas stations, as well as on websites that it new its customers frequented at night.
Digital marketing activity is still growing across the world according to the headline global marketing index. A study published in September 2018, found that global outlays on digital marketing tactics are approaching $100 billion.[40] Digital media continues to rapidly grow; while the marketing budgets are expanding, traditional media is declining (World Economics, 2015).[41] Digital media helps brands reach consumers to engage with their product or service in a personalised way. Five areas, which are outlined as current industry practices that are often ineffective are prioritizing clicks, balancing search and display, understanding mobiles, targeting, viewability, brand safety and invalid traffic, and cross-platform measurement (Whiteside, 2016).[42] Why these practices are ineffective and some ways around making these aspects effective are discussed surrounding the following points.
Cross-platform measurement: The number of marketing channels continues to expand, as measurement practices are growing in complexity. A cross-platform view must be used to unify audience measurement and media planning. Market researchers need to understand how the Omni-channel affects consumer's behaviour, although when advertisements are on a consumer's device this does not get measured. Significant aspects to cross-platform measurement involves de-duplication and understanding that you have reached an incremental level with another platform, rather than delivering more impressions against people that have previously been reached (Whiteside, 2016).[42] An example is 'ESPN and comScore partnered on Project Blueprint discovering the sports broadcaster achieved a 21% increase in unduplicated daily reach thanks to digital advertising' (Whiteside, 2016).[42] Television and radio industries are the electronic media, which competes with digital and other technological advertising. Yet television advertising is not directly competing with online digital advertising due to being able to cross platform with digital technology. Radio also gains power through cross platforms, in online streaming content. Television and radio continue to persuade and affect the audience, across multiple platforms (Fill, Hughes, & De Franceso, 2013).[45]
Alright, you're ready to publish your video. You shot the footage, edited it together, added music and a voice over, and exported it for the web. The next step is to get your video online so your audience can start viewing and sharing it. You have several options for hosting videos online, and in this section, we'll talk about some of the best ones.
Customers are often researching online and then buying in stores and also browsing in stores and then searching for other options online. Online customer research into products is particularly popular for higher-priced items as well as consumable goods like groceries and makeup. Consumers are increasingly using the Internet to look up product information, compare prices, and search for deals and promotions.[21]


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Free forum : Welcome To The Semper Fi Garry's Mod Server Forum
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See the trailers we loved this week, including a double dose of Kristen Bell in "Veronica Mars" and Frozen II. Presented by Microsoft Surface.
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5313 Township Line Rd
Drexel Hill, PA 19026
I would like to welcome you to Idle Hour's second edition of
Idle Hour Electronic Newsletter
. The electronic newsletter format enables us to communicate with our membership in real time at a reduced cost and allows us to retain back issues at our web site
for your future reference.
As we expand electronic offerings, we are looking for interested sponsors. If your business would benefit from an advertisement on our newsletter or at our web site, please let us know by e-mailing us.
If you have an interesting Idle Hour article for a future newsletter, please connect with us on our web site e-mail address
Sincerely Enjoy,
Larry Knox
2010 Idle Hour Annual Meeting
October 17th @ 7:00p
First Presbyterian Church of Springfield
356 Summit Rd
Springfield, PA 19064
From Idle Hour Tennis Club turn right onto Township Line Road. Get into the left lane to turn left (at the light) onto Rolling Road. Continue on Rolling Road to the third Street. Turn right onto Summit Road continue 3 or 4 streets. The Church will be on the left side of the road. Turn into the parking lot park in the back parking lot.
Idle Hour Property Report
Vice President, Property Chairperson
As many of you know our tennis courts and clubhouse are built in a flood plain. As a result Idle Hour uses a unique system for removing excess water from the courts and property during court watering and heavy rains. Two ditches run parallel from courts 7- 1 and court 14-8 collecting the water as it flows through the ditches and exits under the road spilling the water into Darby Creek.
Over the years two problems have developed:
1 There are two galvanized storm drain pipes which run under the driveway back to the hard courts and serve to remove the water from the courts into Darby Creek. Due to the significant deterioration of these pipes the structural integrity of the road is being compromised. The road could collapse if corrective measures are not taken.
2. The drainage ditches that remove water from the courts and property have eroded to the point where the court foundation is exposed. If not corrected, the concrete foundation that supports the har tru courts could be subject to damage.
The property committee studied these problems and came up with a scope of work to repair the galvanized storm drains as well as a long term solution to stabilize the existing drainage channels.
Our study indicated that over 4-5 years the sides of the ditches collapse into the bottom of the channel, making it necessary to once again excavate the soil to reestablish the proper slope. This process is a temporary fix until the soil once again erodes with the repeated flow of water, taking soil with it as it flows into Darby Creek.
Idle Hour is fortunate to have Gus Houtman, a partner in G.D. Houtman & Son, Inc-Civil Engineers, and a club member, who has volunteered his time working with the property committee. We have developed a long term solution for our storm water management. The design will stabilize the channels with an underground piping network that will replace our existing eroded channels.
The Board has contracted with No-Dig Pipeliners, Inc. to slipline the deteriorated pipes under our road leading back to our hard courts. The existing ditches will be excavated and accurately graded for water to drain into Darby Creek. HDPE (High Density Polyethylene) perforated piping will line the channels, backfilled with stones and covered with River Rock. Work is to begin later this calender year.
This project and its direction are a result of two years of study and many hours of consideration. In addition to Gus Houtman, there are three engineers on the Property Committee who fully endorsed this project. Many thanks to Gus who we conferred with on many occasions and our committee consisting of Dom Sciubba, Fred Southron, Mike Kelly, David Rowley, John Ferrigno and Bob Celani.
Carol Silberman
IdleHour Tennis
The purpose of Idle Hour is to promote the game of tennis, fair play, good sportsmanship and social responsibility within the Delaware Valley.
In This Issue
President's Message
Featured Article - 100 Years
Tournament Results
Welcoming New Members
PRESIDENT'S REPORT (Fall 2010)
As we enter the Fall, it appears that Idle Hour has had a very successful "core" summer season. New and established members alike have made their acquaintance brought together in part through the various social and tennis events we have hosted throughout the summer. Hopefully, these relationships will endure and strengthen as we move ahead into our Centennial Year.
In the next few weeks, we will elect three Directors and a new Club Secretary. In bidding goodbye to Mike Kelly, Abbie Rowley, Minda James and Barb Massaro, I would like to express our thanks for their generosity of their time, the wisdom of their experience and their dedication to improving the Idle Hour experience for all of us. Minda has performed the duties of our Membership Chairperson for 10 years and deserves our gratitude for her exemplary performance. Barb has served as an officer since joining the Club in 2005. All have performed admirably. We are currently
considering candidates for the position of membership chair. Please join us at the Annual Meeting on Sunday, October 17, 2010 at 7 P.M.
All members are encouraged to attend. We hope to see you there!
Idle Hour's current three-year court maintenance contract with Sport Builders, Inc. expires in November. This has been a successful collaboration providing good value to the Club. Our plan going forward is to solicit bids for a new comprehensive three-year contract covering all hard and soft court maintenance with an option for an additional two years of service and materials.
Lastly, Maryrose Sheppard has developed our financial statements, paid the bills and managed our website, e-mail list and electronic correspondence this year. Her performance has been nothing short of extraordinary and I commend her performance to you.
If one of you has an interest in becoming our Webmaster, we'd be pleased to talk to you. No special skills required (perhaps an interest in computers). We have a web hosting service that provides a robust tool suite and, as a final note of encouragement, if I can do it, you can too!
Enjoy the Fall. The soft courts are closed until further notice, the hard courts are currently open. If you have a suggestion, comment or gripe, feel free to call me and express yourself. I've learned to listen in this job!
Best regards,
Tennis Committee Report
Centennial Celebration
In 2011, we will be celebrating our 100th year as a tennis club. To honor this wonderful achievement, all our activities will have a centennial theme.
To begin with, you'll want to have a commemorative T-shirt as a keepsake for this happy event. They will be available through the Pro Shop soon. Get one or two and show your pride in our great club.
We will start the 2011 season in grand style in May with an "Old Timers Day". So dust off those vintage clothes and rackets. You will have the opportunity to play like Bill Tilden and Suzanne Lenglen with wooden rackets and white balls. We will have hitting sessions and a few matches. There will be music, food, drink, and plenty of photo-ops.
Dennis and Zdenka will be hosting the same great BBQs and Alice will have her usual fabulous theme days. We will also have a Century MXD round robin tournament and BBQ.
At the end of August, around the beginning of the US Open, we hope to have a "Hit With The Pro" day featuring some ATP and WTA players. Details on this event will be forthcoming.
We will end the celebration in September with a dinner party bash to honor our club and you the membership. Look for details on all these exciting events in future emails, on the bulletin board and the web site.
If you have any suggestions to help us celebrate our 100th birthday, please contact Paul A. Painten at
Paul A. Painten
Dennis' Tournament Result Report
I just finished drying our Tournament sheets. Here are the results for 2010 season.
Men's A Singles Winner: Gary Solomon
Finalist: Tony Patarino
Men's 45 Singles Winner: Gary Solomon
Finalist: Bob Grande
Men's A Doubles Winner: Joe Taggert/Kevin Pattinson
Finalist: Bob Celani/Tony Patarino
Men's 60 Singles Winner: Jim Lipschutz
Finalist: Andy Yates
Men's 60 Doubles Winner: Jim Lipschutz/Mike Torrence
Finalist: Will Coyle/Nick Mirolli
Women's Singles Winner: Audrey Reinsel
Finalist: Vicky Pecunia
Mixed Doubles Winner: Vicky Pecunia/Tom James
Finalist: Bob Celani/Linda Mullin
Welcoming Eighty New Members
Emilio Cortez
Our very dedicated Vice President, Carol Silberman, asked me if I would help in greeting our new members. I agreed and thus the Welcoming Committee was under way.
The first goals of the Welcoming Committee were to contact new members personally, welcome them, and begin a benign orientation. I personally spoke to over forty new members via telephone. It was interesting to learn that several wives were enthusiastic about their husbands spending quality time away from home.
On May 1, 2010 the first "New Members' Get-Together" was well attended. Pastries, coffee, club rules, and "Dennis Tennis" were well received. Our tennis director, Dennis Olenik, also provided free tennis sessions for the new members and many of them have been coming back for more.
On June 5th , 2010 the New Members' Coctail Party took center stage and was a great success, followed several weeks later by a "Mixed Doubles" gathering of 35 members.
Here are some notable comments made by several new members:
"The best money I've ever spent."
"I can't believe it; you folks actually care."
"In my old club, I could never get a game right away."
"The only time my old club contacted me was to send me a bill."
Such comments are a testimonial to the graciousness of our seasoned members. Thank you on behalf of the new members , and I would like to express my gratitude to the Welcoming Committee volunteers.
It would seem that many new members may be joining us this coming season. I look forward to communicating the following:
Welcome to Idle Hour Tennis Club! You are now part of a tennis tradition that has spanned a century. We hope that you experience many years of enjoyable tennis, good health, and lasting friendships.
2010 Board of Directors Election
During our Annual Meeting, we will hold elections to fill the following positions:
· Club Secretary (2-year term)
· 3 Directors (3-year terms)
· 1 Director (1-year term if needed)
The voting process will consider candidates who have applied for the open positions as well as any direct nominations from the floor.
Qualifications for and Duties of the office of Secretary:
(1) Good written communication skills,
(2) Provide prompt turnaround of meeting transcripts and coordinate with other Board members to ensure accuracy,
(3) Provide secure record-keeping of transcripts as a part of the club's historical record,
(4) Provide (or coordinate) prompt posting of the minutes from most recent Board meetings on the clubhouse bulletin board,
(5) Responsible for providing notification of the Annual Meeting to the membership, furnishing sufficient copies of previous years' meeting minutes,
(6) Communicating other issues to the membership as directed by the Board.
Note: This position is afforded a free club membership for the duration of the term of service
Candidate: Audrey Reinsel Hughes
Audrey is presently a Director. If elected as Secretary, an additional Board position must be filled in addition to the three indicated below.
Candidates for three (possibly four) open positions include:
Elaine Boswell
Elaine is a new member to the club in 2010. She has expressed interest in contributing to the Social & Membership Committees
Lynne Grace
Lynne is a new member to the Club. She has served as chairperson of other club's events and is employed at the Healthplex.
Alan Soffer
Alan has been member of the Club for 35 years. He has served on the Board of Directors in previous years.
Wing Joseph Soohoo
Joe has been a member of the Club for 15 years. He has served on the
Board of other organizations.


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Samoa: Portfolio investment inflows, equities
(measure: million dollars (current); Source: The International Monetary Fund)
* indicates monthly or quarterly data series
Samoa: Net portfolio equity inflows: For that indicator, The International Monetary Fund provides data for Samoa from 1977 to 2017. The average value for Samoa during that period was -0.01 million dollars (current) with a minumum of -0.11 million dollars (current) in 2015 and a maximum of 0 million dollars (current) in 1977. See the global rankings for that indicator or use the country comparator to compare trends over time.
Download as:
Definition: Portfolio equity includes net inflows from equity securities other than those recorded as direct investment and including shares, stocks, depository receipts (American or global), and direct purchases of shares in local stock markets by foreign investors. Data are in current U.S. dollars.
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