1. Bill signs a contract with a corporate promoter to manage STU Corporation upon its incorporation. The directors of STU Corporation refuse to accept the terms of the contract, and Bill refuses to be employed by STU Corporation except on the terms of the contract with the promoter. What are Bill's rights? Explain. 2. S, T, and U hire attomey Z to incorporate their dry-cleaning partnership. All formal steps for incorporation are taken except publication of the articles in a legal newspaper and filing of the articles with the Register of Deeds in the county of the corporation's principal place of business. S, T, and U rely on Z to take all necessary steps and believe the procedures have been completed. Thereafter, a customer is seriously injured by dry-cleaning fumes. Can the customer sue S, T, and U personally on the theory that the corporation is not validly formed and S, T, and U are still operating as partners? Explain.