Trademark Trial and Appeal Board Electronic Filing System. https://estta.uspto.gov
`
`ESTTA Tracking number:
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`ESTTA1249981
`
`Filing date:
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`11/23/2022
`
`IN THE UNITED STATES PATENT AND TRADEMARK OFFICE
`BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD
`
`Proceeding no.
`
`91281242
`
`Party
`
`Correspondence
`address
`
`Defendant
`Altwood Little Elm Frisco PLLC
`
`DANIEL J. CHALKER
`CHALKER FLORES, LLP
`14841 DALLAS PARKWAY
`SUITE 575
`DALLAS, TX 75254
`UNITED STATES
`Primary email: docket@chalkerflores.com
`Secondary email(s): cminchillo@chalkerflores.com, dchalker@chalkerflores.com
`214-866-0001
`
`Submission
`
`Filer's name
`
`Filer's email
`
`Signature
`
`Date
`
`Answer
`
`Daniel J. Chalker
`
`docket@chalkerflores.com, dchalker@chalkerflores.com,
`cminchillo@chalkerflores.com
`
`/Daniel J. Chalker/
`
`11/23/2022
`
`Attachments
`
`20221123 Ans to Oppx.pdf(5753240 bytes )
`
`

`

`IN THE UNITED STATES PATENT AND TRADEMARK OFFICE
`BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD
`
`
`Application Serial No. 90/903,546
`
`In Re:
`FINETUNE
`For the Mark:
`August 26, 2021
`Filed:
`
`Date of Publication: July 5, 2022
`_________________________________________
`)
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`)
`Erin Hall Aesthetics, L.L.C.
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`Opposer,
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`) Opposition No. 91281242
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`v.
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`Altwood Little Elm Frisco PLLC
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`)
`d/b/a FINETUNE MedSpa
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`Applicant.
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` _________________________________________ )
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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`Applicant, Altwood Little Elm Frisco PLLC (hereinafter “Applicant”), for its Answer to
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`the Notice of Opposition filed by Erin Hall Aesthetics, LLC (hereinafter “Opposer”) against the
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`application for registration of Applicant’s trademark FINETUNE, Serial Number 90/903,546,
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`filed August 26, 2021 in International Class 44 and published in the Trademark Official Gazette
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`on July 5, 2022 (hereinafter “Opposed Application” or “Opposed Mark”), pleads and avers as
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`follows:
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`I.
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`PRELIMINARY STATEMENT
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`
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`Any factual allegation admitted to herein is admitted only as to the specific facts in
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`question and not as to any purported conclusions, characterizations, implications or speculations
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 1
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`

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`drawn therefrom, wherever stated in the Notice of Opposition. Further, the denial of any factual
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`allegation herein may not be construed as an admission of the negative of such allegation.
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`
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`Applicant denies each and every allegation contained in the Notice of Opposition except
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`as specifically admitted, qualified or otherwise responded to herein. Applicant’s Answer below
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`is organized to track the structure of the Notice of Opposition for purposes of convenience and
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`ease of reference only. Applicant specifically denies any and all allegations contained in
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`headings or unnumbered paragraphs in the Notice of Opposition, if any.
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`II.
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`ORIGINAL ANSWER
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`1.
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`With respect to paragraph 1 of the Notice of Opposition, Applicant admits the
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`allegations therein.
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`2.
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`With respect to paragraph 2 of the Notice of Opposition, Applicant admits the
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`allegations thereof.
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`3.
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`With respect to paragraph 3 of the Notice of Opposition, Applicant admits the
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`allegations thereof.
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`4.
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`With respect to paragraph 4 of the Notice of Opposition, Applicant is without
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`sufficient knowledge or information to admit or deny the allegations contained therein, and
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`accordingly denies the allegations therein.
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`5.
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`With respect to paragraph 5 of the Notice of Opposition, Applicant is without
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`sufficient knowledge or information to admit or deny the allegations contained therein, and
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`accordingly denies the allegations therein.
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 2
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`6.
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`With respect to paragraph 6 of the Notice of Opposition, Applicant is without
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`sufficient knowledge or information to admit or deny the allegations contained therein, and
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`accordingly denies the allegations therein.
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`7.
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`With respect to paragraph 7 of the Notice of Opposition, Applicant admits that
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`Exhibit 1 attached to the Notice of Opposition is a printout from the United States Patent and
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`Trademark Office (“USPTO”) Trademark Status and Document Retrieval (“TSDR”) database,
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`and Exhibit 1 lists the information alleged therein.
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`8.
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`With respect to paragraph 8 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`9.
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`With respect to paragraph 9 of the Notice of Opposition, Applicant admits the
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`allegations contained therein.
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`10.
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` With respect to paragraph 10 of the Notice of Opposition, Applicant admits that
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`Opposer is listed as the owner of U.S. Trademark Application Serial Number 97/457,721 for the
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`mark FINE LINE AESTHETICS in stylized format. Applicant is without sufficient knowledge
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`or information to admit or deny the remaining allegations contained therein, and accordingly
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`denies the remaining allegations therein.
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`11. With respect to paragraph 11 of the Notice of Opposition, Applicant admits that
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`the Opposed Application was filed on an intent-to-use basis on August 26, 2021. Applicant is
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`without sufficient knowledge or information to admit or deny the remaining allegations
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`contained therein, and accordingly denies the remaining allegations therein.
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`12. With respect to paragraph 12 of the Notice of Opposition, Applicant admits that
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`some of Applicant’s services offered under the Opposed Mark appear similar to some of the
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`services listed in U.S. Trademark Application Serial Number 97/457,721. Applicant is without
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 3
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`sufficient knowledge or information to form a belief as to the remaining allegations contained in
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`Paragraph 12 and accordingly denies the remaining allegations therein.
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`13. With respect to paragraph 13 of the Notice of Opposition, Applicant admits that
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`the Opposed Application lists the services alleged therein. Applicant denies that the services
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`listed in the Opposed Application are in Class 39. Applicant admits that Applicant provides
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`some services and products that appear similar to Opposer’s alleged products and services
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`contained in paragraph 13. Applicant is without sufficient knowledge or information to admit or
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`deny the remaining allegations contained therein, and accordingly denies the remaining
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`allegations therein.
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`14. With respect to paragraph 14 of the Notice of Opposition, Applicant admits the
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`allegations contained therein.
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`15. With respect to paragraph 15 of the Notice of Opposition, Applicant admits the
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`Opposed Mark and the alleged marks listed in paragraph 5 of the Notice of Opposition contain
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`the word “FINE”. Applicant denies the remained allegations contained therein.
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`16. With respect to paragraph 16 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`17. With respect to paragraph 17 of the Notice of Opposition, and on information and
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`belief, Applicant denies that the image alleged to be the Opposed Mark in a stylized format is an
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`actual image used by Applicant since it appears to be a collage of images pieced together.
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`Applicant admits that the fonts in the images in paragraph 17 are similar. Applicant is without
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`sufficient knowledge or information to admit or deny the remaining allegations contained
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`therein, and accordingly denies the remaining allegations therein.
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`18. With respect to paragraph 18 of the Notice of Opposition, Applicant admits that
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 4
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`

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`the Opposed Application does not list goods, and Exhibits 2 and 3 attached to the Notice of
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`Opposition appear to be screenshots from Opposer’s website and Applicant’s website. Applicant
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`admits that Applicant offers facial pads under the sub-brand CLEAR SLATE and Opposer
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`appears to offer facial pads under the sub-brand CLEAN SLATE. Applicant denies that
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`Applicant’s facial pads are identical to Opposer’s facial pads. Applicant denies that the sub-
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`brand CLEAR SLATE is nearly identical to the sub-brand CLEAN SLATE. Applicant is
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`without sufficient knowledge or information to admit or deny the remaining allegations
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`contained therein, and accordingly denies the remaining allegations therein.
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`19. With respect to paragraph 19 of the Notice of Opposition, Applicant admits that
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`both parties operate at individual locations within Frisco, Texas and Exhibit 4 appears to be a
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`printout of driving directions from Opposer’s business location to Applicant’s business location
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`generated via Google Maps showing a distance of less than 4 miles. Applicant is without
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`sufficient knowledge or information to admit or deny the remaining allegations contained
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`therein, and accordingly denies the remaining allegations therein.
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`20. With respect to paragraph 20 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`21. With respect to paragraph 21 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`22. With respect to paragraph 22 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`23. With respect to paragraph 23 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 5
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`24. With respect to paragraph 24 of the Notice of Opposition, Applicant denies the
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`allegations contained therein.
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`III.
`
`ANSWER TO PRAYER
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`25. With respect to Opposer’s Prayer in the Notice of Opposition, and to the extent
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`that a response is required, Applicant denies the allegations contained therein.
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`IV.
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`AFFIRMATIVE DEFENSES
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`26.
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`Opposer has not and will not be damaged by the registration of the Opposed
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`Mark, and therefore, lacks standing to file its Notice of Opposition.
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`27.
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`Upon information and belief, Opposer is not entitled to the requested relief as a
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`result of unclean hands because Opposer is providing medspa services (Notice of Opposition at
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`paragraphs 4, 6-7 and 13-14) under a limited liability company that is owned by Erin Hall
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`(Exhibits 1 and 2), who is a nurse (Exhibit 3), which violates Texas state law. Injectables, such
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`as those provided by Opposer (Exhibit 4) are medical services, and a physician must own an
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`entity providing medical services pursuant to Texas Business Organizations Code, Sections
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`301.004 and 301.006-007 (Exhibit 5, pages 2 and 3-4). Moreover, medical services must be
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`provided by a professional limited liability company (PLLC) or professional association (PA) in
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`Texas pursuant to Texas Business Organizations Code, Sections 301.003(2)-(4) (Exhibit 5, pages
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`1-2).
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`28.
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`Upon information and belief, Opposer is not entitled to the requested relief as a
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`result of the following marks for similar services by third parties:
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`a. FINE LINE in Austin, Texas (Exhibit 6);
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 6
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`b. FINELINE AESTHETICS in Georgia (Exhibit 7);
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`c. FINE LINE MEDICIAL AESTHETICS in Maryland (Exhibit 8);
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`d. A FINE LINE AESTHETICS in Michigan (Exhibit 9);
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`e. FINE LINE MED SPA in New Mexico (Exhibit 10); and
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`f. FINE LINE AESTHETICS in Tennessee (Exhibit 11).
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`29.
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`Upon information and belief, Opposer is not entitled to the requested relief as a
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`result of the following US Trademark Registrations by third parties:
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`a. FINE LINES, U.S. Trademark Registration Serial Number 3703974 for
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`“Providing online newsletters for esthetician students and esthetician schools,
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`namely, newsletters in the field of skin care” (Exhibit 12); and
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`b. THE FINE LINE, U.S. Trademark Registration Serial Number 5208292 for
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`“Providing a website featuring information regarding healthy living and lifestyle
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`wellness” (Exhibit 13).
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`30.
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`Opposer is not entitled to the requested relief because Opposer’s alleged marks
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`FINE LINE, FINE LINE AESTHETICS and FINE LINE AESTHETICS in stylized form are
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`generic since the terms FINE LINE and FINE LINES are medical terms widely used in the
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`industry (Exhibit 14), and by Opposer (Exhibit 15).
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`31.
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` Opposer is not entitled to the requested relief because Opposer’s alleged marks
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`FINE LINE, FINE LINE AESTHETICS and FINE LINE AESTHETICS in stylized form are
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`descriptive since the terms FINE LINE and FINE LINES are medical terms widely used in the
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`industry (Exhibit 14), and by Opposer (Exhibit 15); the term AESTHETICS is descriptive and
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`widely used in the industry (Exhibits 7, 8, 9 and 11); and Opposer’s alleged marks have not
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`acquired secondary meaning.
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 7
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`32.
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`Upon information and belief, consumers of the services and products sold under
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`Opposer’s alleged marks FINE LINE, FINE LINE AESTHETICS and FINE LINE
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`AESTHETICS in stylized form and Applicant’s mark FINETUNE are sophisticated and are
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`accordingly able to differentiate between the source of goods and between the marks used in
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`connection with those goods on the basis of minute differences in the marks.
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`33.
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`Applicant’s use of its FINETUNE mark in connection with the services currently
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`recited in the Opposed Application, when viewed in its entirety, is not likely to cause confusion,
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`mistake or deception with respect to alleged marks FINE LINE, FINE LINE AESTHETICS and
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`FINE LINE AESTHETICS in stylized form.
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`34.
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`There may be additional affirmative defenses to the claims alleged by Opposer
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`that are currently unknown to Applicant. Therefore, Applicant reserves the right to amend its
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`answer to allege additional affirmative defenses if additional information indicates they are
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`appropriate.
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`V.
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`PRAYER
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`
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`In view of the foregoing, Applicant contends that this opposition is groundless and
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`baseless in fact; that Opposer has not shown wherein it will be, or is likely to be, damaged by the
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`registration of the Opposed Mark; that the Opposed mark is manifestly distinct from any alleged
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`mark of the Opposer or any designation of the Opposer. Applicant prays that this Opposition be
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`dismissed and that Applicant be granted registration of the Opposed Mark.
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`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 8
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`

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`Dated: November 23, 2022
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`
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`Respectfully submitted,
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`
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`Altwood Little Elm Frisco PLLC
`d/b/a FINETUNE MedSpa
`
`
`
`By:
`
`/Daniel J. Chalker/
`
`
`
`
`
`
`
` Daniel J. Chalker
`
`State Bar No. 00794951
` CHALKER FLORES, LLP
`
`14841 N. Dallas Parkway, Suite 575
` Dallas, Texas 75254
`
`(214) 866-0001 (telephone)
`
`(214) 866-0010 (fax)
`
`dchalker@chalkerflores.com
`
` ATTORNEY FOR APPLICANT
`
`
`
`CERTIFICATE OF TRANSMISSION UNDER TBMP 110
`
` I
`
` hereby certify that the foregoing APPLICANT’S ANSWER to NOTICE OF OPPOSITION is
`being filed electronically through http://estta.uspto.gov via the Trademark Trial and Appeal
`Board Electronic Filing System on November 23, 2022.
`
`
`
`
`
`
`/Daniel J. Chalker/
`
`
`
`
`
`
`
`Daniel J. Chalker
`
`
`
`
`
`APPLICANT’S ANSWER TO NOTICE OF OPPOSITION
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` Page 9
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`

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`EXHIBIT 1
`EXHIBIT 1
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`

`

`Secretary of State
`P.O. Box 13697
`Austin, TX 78711-3697
`FAX: 512/463-5709
`
`Filing Fee: $300
`
`
`
`Certificate of Formation
`Limited Liability Company
`
`Filed in the Office of the
`Secretary of State of Texas
`Filing #: 803384364 08/02/2019
`Document#: 904332450002
`Image Generated Electronically
`for Web Filing
`
`The filing entity being formedis a limited liability company. The name ofthe entity is:
`
`Article 1 - Entity Name and Type
`
`Erin Hall Aesthetics, L.L.C.
`
`Article 2 — Registered Agent and Registered Office
`TA. The initial registered agent is an organization (cannot be company named above) by the name of:
`
`OR
`IB. The initial registered agent is an individual resident of the state whose name isset forth below:
`Name:
`Erin Hall
`
`C. The business addressof the registered agent and the registered office addressis:
`Street Address:
`400 Perry Lane Prosper TX 75078
`Consentof Registered Agent
`TA. A copy of the consentof registered agent is attached.
`OR
`Iv B. The consentof the registered agent is maintained by the entity.
`Article 3 - Governing Authority
`TA. The limited liability companyis to be managed by managers.
`OR
`IB. The limited liability companywill not have managers. Managementof the companyis reserved to the members.
`The namesand addressesof the governing personsaresetforth below:
`Managing Member 1: Erin
`Hall
`Title: Managing Member
`Address: 400 Perry Lane Prosper TX, USA 75078
`Article 4 - Purpose
`
`The purpose for which the companyis organizedis for the transaction of any and all lawful business for which limited
`liability companies may be organized under the Texas Business Organizations Code.
`
` Supplemental Provisions/ Information
`
`

`

`[The attached addendun,, if any, is incorporated herein by reference.]
`
`Organizer
`
`The name and addressof the organizer are set forth below.
`Christopher L. Carns
`5560 Tennyson Parkway, Suite 260, Plano, Texas 75024
`Effectiveness of Filing
`Iv'A. This document becomeseffective when the documentis filed by the secretary ofstate.
`OR
`TB. This document becomeseffective at a later date, which is not more than ninety (90) days from the dateofits
`signing. The delayedeffective dateis:
`
`Execution
`
`The undersignedaffirms that the person designated as registered agent has consented to the appointment. The
`undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or
`fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized under the provisions of
`law governing the entity to execute the filing instrument.
`
`Christopher L. Carns
`
`Signature of Organizer
`
`FILING OFFICE COPY
`
`

`

`
`
`
`
`EXHIBIT 2
`EXHIBIT 2
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`

`

`(10) Erin McMillan Hall | Facebook
`
`https://www.facebook.com/erin.m.hall.9
`
`10
`
`Erin McMillan Hall
`1.1K friends
`
`Add Friend
`
`Message
`
`Erin McMillan Hall
`
`1 of 8
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`11/22/2022, 6:21 PM
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`

`

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`EXHIBIT 3
`EXHIBIT 3
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`

`

`About Med Spa Services | Fine Line Aesthetics in Frisco, TX
`
`https://finelineaestheticstx.com/about/
`
`(/)
`
`RECLAIM YOUR NATURAL BEAUTY
`
`Let’s face it. We all age. It’s important to embrace the process and feel confident.
`There’s a fine line between reclaiming your natural beauty and over-stressing your
`skin. Just as you never stop exercising to take care of your body, your skin – the
`body’s biggest organ – deserves the same attention.
`
`Our mission is to earn the trust of every client by providing completely customized
`and educated solutions. We don’t believe in overselling treatments our clients don’t
`need or want. We believe in taking the time to understand our client’s individual
`skin care goals, providing knowledgeable treatments and delivering glowing results.
`
`1 of 15
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`11/22/2022, 6:28 PM
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`

`

`About Med Spa Services | Fine Line Aesthetics in Frisco, TX
`
`https://finelineaestheticstx.com/about/
`
`2 of 15
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`ERIN HALL, RN-BSN
`
`

`

`About Med Spa Services | Fine Line Aesthetics in Frisco, TX
`
`https://finelineaestheticstx.com/about/
`
`ERIN HALL, RN-BSN
`Founder & Cosmetic Injector
`
`Services Performed: Neurotoxin treatments (Botox, Dysport, Jeuveau), Filler treatments
`to the full face, Microneedling, Plasma Pen, Chemical Peels and Consultations
`
`3 of 15
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`

`
`
`
`
`EXHIBIT 4
`EXHIBIT 4
`
`

`

`Fine Line Medical Aesthetics, LLC
`
`http://finelinemedicalaesthetics.com/treatments/#Injectables
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`1 of 3
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`11/22/2022, 6:30 PM
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`Fine Line Medical Aesthetics, LLC
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`http://finelinemedicalaesthetics.com/treatments/#Injectables
`
`2 of 3
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`11/22/2022, 6:30 PM
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`

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`Fine Line Medical Aesthetics, LLC
`
`http://finelinemedicalaesthetics.com/treatments/#Injectables
`
`© 2022, Fine Line Medical Aesthetics, LLC
`
`3 of 3
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`EXHIBIT 5
`EXHIBIT 5
`
`

`

`BUSINESS ORGANIZATIONS CODE CHAPTER 301. PROVISION...
`
`https://statutes.capitol.texas.gov/Docs/BO/htm/BO.301.htm#301.003
`
`BUSINESS ORGANIZATIONS CODE
`TITLE 7. PROFESSIONAL ENTITIES
`CHAPTER 301. PROVISIONS RELATING TO PROFESSIONAL ENTITIES
`Sec. 301.001. APPLICABILITY OF TITLE. (a) This title applies only
`to a professional entity or foreign professional entity.
`(b) This title does not affect:
`(1) the professional or confidential relationship between a
`person who provides a professional service and the recipient of that
`service; or
`(2) a person's legal remedies against another person who
`commits an error, omission, negligent or incompetent act, or malfeasance
`while providing a professional service.
`(c) This title does not apply to a partnership, including a limited
`liability partnership.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`Amended by:
`Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 134, eff.
`September 1, 2007.
`
`Sec. 301.002. CONFLICTS OF LAW. This title prevails over a
`conflicting provision of Title 1, 2, or 3.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.003. DEFINITIONS. In this title:
`(1) "Licensed mental health professional" means a person, other
`than a physician, who is licensed by the state to engage in the practice
`of psychology or psychiatric nursing or to provide professional therapy
`or counseling services.
`(2) "Professional association" means an association, as
`distinguished from either a partnership or a corporation, that is:
`(A) formed for the purpose of providing the professional
`service rendered by a doctor of medicine, doctor of osteopathy, doctor of
`podiatry, dentist, chiropractor, optometrist, therapeutic optometrist,
`veterinarian, or licensed mental health professional; and
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`BUSINESS ORGANIZATIONS CODE CHAPTER 301. PROVISION...
`
`https://statutes.capitol.texas.gov/Docs/BO/htm/BO.301.htm#301.003
`
`(B) governed as a professional entity under this title.
`(3) "Professional corporation" means a corporation that is:
`(A) formed for the purpose of providing a professional
`service, other than the practice of medicine by physicians, surgeons, or
`other doctors of medicine, that by law a corporation governed by Title 2
`is prohibited from rendering; and
`(B) governed as a professional entity under this title.
`(4) "Professional entity" means a professional association,
`professional corporation, or professional limited liability company.
`(5) "Professional individual," with respect to a professional
`entity, means an individual who is licensed to provide in this state or
`another jurisdiction the same professional service as is rendered by that
`professional entity.
`(6) "Professional limited liability company" means a limited
`liability company formed for the purpose of providing a professional
`service and governed as a professional entity under this title.
`(7) "Professional organization," with respect to a professional
`corporation or a professional limited liability company, means a person
`other than an individual, whether nonprofit, for-profit, domestic, or
`foreign and including a nonprofit corporation or nonprofit association,
`that renders the same professional service as the professional
`corporation or professional limited liability company only through
`owners, members, managerial officials, employees, or agents, each of whom
`is a professional individual or professional organization.
`(8) "Professional service" means any type of service that
`requires, as a condition precedent to the rendering of the service, the
`obtaining of a license in this state, including the personal service
`rendered by an architect, attorney, certified public accountant, dentist,
`physician, public accountant, or veterinarian.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`Amended by:
`Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 97, eff. January 1,
`2006.
`Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 135, eff.
`September 1, 2007.
`
`Sec. 301.004. AUTHORIZED PERSON. For purposes of this title, a
`person is an authorized person with respect to:
`(1) a professional association if the person is a professional
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`individual; and
`(2) a professional corporation or a professional limited
`liability company if the person is a professional individual or
`professional organization.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.005. APPLICATION FOR REGISTRATION OF FOREIGN PROFESSIONAL
`ENTITY. (a) When required by Chapter 9, a foreign professional entity
`must file an application for registration to transact business in this
`state.
`(b) The secretary of state may accept an application filed under
`Subsection (a) only if:
`(1) the name and purpose of the foreign professional entity
`stated in the application comply with this title and Chapters 2 and 5;
`and
`
`(2) the application states that the jurisdiction of formation
`of the foreign professional entity permits reciprocal admission of an
`entity formed under this code.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.006. LICENSE REQUIRED TO PROVIDE PROFESSIONAL SERVICE.
`(a) A professional association or foreign professional association may
`provide a professional service in this state only through owners,
`managerial officials, employees, or agents, each of whom:
`(1) is a professional individual; and
`(2) is licensed in this state to provide the same professional
`service provided by the entity.
`(b) A professional entity or foreign professional entity, other
`than a professional association or foreign professional association, may
`provide a professional service in this state only through owners,
`managerial officials, employees, or agents, each of whom is an authorized
`person.
`(c) An individual may not, under the guise of employment, provide a
`professional service in this state unless the individual is licensed to
`provide the professional service under the laws of this state.
`(d) This section may not be construed to prohibit a professional
`entity or foreign professional entity from employing nurses or from
`employing individuals who do not, according to general custom and
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`practice, ordinarily provide a professional service, including clerks,
`secretaries, bookkeepers, technicians, or assistants. To the extent this
`subsection conflicts with any other law, this subsection controls.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`Amended by:
`Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 98, eff. January 1,
`2006.
`Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 136, eff.
`September 1, 2007.
`
`Sec. 301.007. CERTAIN REQUIREMENTS TO BE OWNER, GOVERNING PERSON,
`OR OFFICER. (a) A person may be an owner of a professional entity or a
`governing person of a professional limited liability company only if the
`person is an authorized person.
`(b) An individual may be an officer of a professional entity or a
`governing person of a professional association or professional
`corporation only if the individual is a professional individual.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.008. DUTIES AND POWERS OF OWNER OR MANAGERIAL OFFICIAL WHO
`CEASES TO BE LICENSED; PURCHASE OF OWNERSHIP INTEREST. (a) A
`managerial official of a professional entity who ceases to satisfy the
`requirements of Section 301.007 shall promptly resign the person's
`position and employment with the entity.
`(b) An owner of a professional entity who ceases to be an
`authorized person as required by Section 301.007 shall promptly
`relinquish the person's ownership interest in the entity.
`(c) A person who succeeds to the ownership interest of an owner
`shall promptly relinquish the person's financial interest in the entity
`if the person is not an authorized person as required by Section 301.007.
`(d) A professional entity shall purchase or cause to be purchased
`the ownership interest in the entity of a person who is required to
`relinquish the person's financial interest in the entity under this
`section. The price and terms of a purchase of an ownership interest
`required under this subsection may be provided by the governing documents
`of the entity or an applicable agreement.
`(e) A person who owns all of the outstanding ownership interests in
`a professional entity but is required under this section to relinquish
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`the person's financial interest in the entity may act as a managerial
`official or owner of the entity only for the purpose of winding up the
`affairs of the entity, including selling the outstanding ownership
`interests and other assets of the entity.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.009. TRANSFER OF OWNERSHIP INTEREST. Except as limited by
`the governing documents of the professional entity or an applicable
`agreement, an ownership interest in a professional entity may be
`transferred only to:
`(1) an owner of the entity;
`(2) the entity itself; or
`(3) an authorized person.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.010. LIABILITY. (a) A professional entity is jointly and
`severally liable for an error, omission, negligent or incompetent act, or
`malfeasance committed by a person who:
`(1) is an owner, managerial official, employee, or agent of the
`entity; and
`(2) while providing a professional service for the entity or
`during the course of the person's employment, commits the error,
`omission, negligent or incompetent act, or malfeasance.
`(b) An owner, managerial official, employee, or agent of a
`professional entity other than an owner, managerial official, employee,
`or agent liable under Subsection (a) is not subject to the same liability
`imposed on the professional entity under this section.
`(c) If a person described by Subsection (a) is a professional
`organization, the professional organization and the professional entity
`are jointly and severally liable for the error, omission, negligent or
`incompetent act, or malfeasance committed by the person, or the person's
`owner, member, managerial official, employee, or agent, while providing a
`professional service for the professional entity.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.011. EXEMPTION FROM SECURITIES LAWS. (a) A sale,
`issuance, or offer for sale of an ownership interest in a professional
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`entity to a person authorized under this title to own an ownership
`interest in the professional entity is exempt from any state law, other
`than this code, that regulates the sale, issuance, or offer for sale of
`securities.
`(b) A transaction described by Subsection (a) does not require the
`approval of or other action by a state official or regulatory agency
`authorized to regulate the sale, issuance, or offer for sale of
`securities.
`Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
`
`Sec. 301.012. JOINT PRACTICE BY CERTAIN PROFESSIONALS. (a)
`Persons licensed as doctors of medicine and persons licensed as doctors
`of osteopathy by the Texas Medical Board, persons licensed as podiatrists
`by the Texas Department of Licensing and Regulation, and persons licensed
`as chiropractors by the Texas Board of Chiropractic Examiners may jointly
`form and own a professional association or a professional limited
`liability company to perform professional services that fall within the
`scope of practice of those practitioners.
`(a-1) Persons licensed as physicians under Subtitle B, Title 3,
`Occupations Code, and persons licensed as physician assistants under
`Chapter 204, Occupations Code, may form and own a professional
`association or a professional limited liability company to perform
`professional services that fall within the scope of practice of those
`practitioners.
`(a-2) A physician assistant may not be an officer in the
`professional association or limited liability company.
`(a-3) A physician assistant may not contract with or employ a
`physician to be a supervising physician of the physician assistant or of
`any physician in the professional association or limited liability
`company.
`(a-4) The authority of each practitioner is limited by the scope o