-
This is Part 1 of a four-part lecture discussing the various types of business entities, the important characteristics of each type of entity, and choosing the right business structure for your new business.
-
When buying or selling a business, it is important to recognize that the Purchase Agreement is a very flexible instrument allowing the parties a great deal of latitude regarding how to structure...
-
When buying a business or the assets of a business, there are a number important legal issues you need to consider before signing the purchase agreement. Prior installments of this Article examined the role of the Exclusivity...
-
This Article is the third installment of a series of discussing important legal issues to consider when buying a business. The first installment discussed the role of the Exclusivity Agreement, and the second...
-
If you have a business with at least one partner, then a properly drafted Buy-Sell Agreement is necessary to address issues of relating to the potential exit of a business partner as well as an essential for estate planning. Without a...
-
There is no question that it is essential for a buyer of a business to conduct due diligence of the target's legal, financial and business operations as a condition of proceeding with the transaction. However, if you are the seller of...
-
This Article is Part III of a discussion as to why the limited liability company has become a popular structure for new businesses, focusing on the relative simplicity as to the formation and the limited requiremnents to maintain the...
-
Why is the structure of the limited liability company often preferred over other types of business entities? In the initial installment of a three-part article, the tax advantages of the LLC were discussed. Part two examines...
-
Choosing the approriate business entity for a start-up is one of the most important legal issues a new businesse faces. The limited liability company has become extremely popular, and often new businesses form the entity without even being...
-
Regardless of the size of your business, you have a right to try to negotiate the terms of a contract. Therefore, even if you believe the other party has an unequal balance of power in the transaction, do not assume there is no room...
-
If you are forming a new limited liability company or adding a new member to an existing LLC, an Operating Agreement is essential because it sets forth the financial and management rights of the members. The New York Limited Liability Company...
-
Most businesses cannot survive today without a website, but if in the rush to finish the website a business fails to address several important legal topics, it risks substanital liability that can devastate the business. ...
-
It is very likely that at some point your business will either need to license or be the licensor of product, service or intellectual property and therefore it is important to understand what are the key provisions of a licensing agreement ...
-
While parties to a potential agreement often consider it a waste of time to negotiate the Letter of Intent, preferring instead to move right to the definitive agreement, there are benefits to first entering into a LOI. Among the benefits is...
-
As software development becomes an ever-increasing part of many businesses, legal issues common to software development concurrently become more important to the business community. This article details one of these issues--open source...
-
There are several provisions of an agreement that will often fall under the "Miscellaneous" section or article of a contract, and therefore you may (erroneously) believe they contain boiler plate language not requiring much...
-
There are several provisions that will often fall under the "Miscellaneous" section or article of a contract, and therefore you may (erroneously) believe they contain boiler plate language not requiring much attention. To be...
-
Before you get involved with venture capital financing, whether as a company looking to raise financing, or as a potential investor, make sure you understand important terms and concepts that you will invariably be confronted with in a venture...
-
Often parties negotiating an agreement are quick to gloss over or even ignore the importance of the several provisions that address the rights of the parties in the event of a dispute. It is not unusual for...
-
The Convertible Note is often used by companies seeking private equity financing. The reason the Convertible Note is well-received by investors is that it provides the opportunity to lend funds at a favorable interest rate for the lender, while...
-
When purchasing an existing buisness, the buyer needs to understand that the purchase agreement is not just full of boiler plate language that you can adopt from an acquisition agreement you find on the Internet. Instead, the purchase...
-
When you are buying a business, of course thorough financial and legal due diligence is essential. However, there are other important aspects of the business that should be examined, including due diligence with respect to the company's...
-
Let's say you have been approached about purchasing a small business but you are not sure if it is a wise investment. What are the right questions to ask and legal issues? What is the best structure for the deal? It is...
-
When starting a business, entrepreneurs need to focus on numerous business issues and often are operating on a shoestring budget. However, the potential liability arsing from the failure to obtain competent legal and tax counsel fair...
-
Many founders fall into the trap of believing that the state and federal securities laws do not apply to their business because they are only raising a small amount of money in the context of a non-public company. One common example...
-
If you are involved with a start-up you certainly understand the pressure to attract partners who can offer financing, professional services, or even play an advisory role. All too often, however, this anxious desire to attract such...
-
Small businesses often believe that they don't need contracts with their customers or that a very simple order form is all that is needed. However, it is a serious mistake because of the many issues that can arise without a properly...
-
Most businesses today recognize that not having a website is akin to what it use to mean to not be listed in the telephone directory: a slow (or maybe even a quick) death. However, when it comes to website policies, the...
-
The dispute between father and son of Amercian Chopper fame illustrates the need to clearly delineate the terms of a buyout option/shotgun clause in an operating agreement, shareholder agreement or as one of the terms of a joint venture...
-
The article focuses on ten legal myths that start-ups need to avoid -- while these are not the only legal mistakes fledgling businesses make, they are some of the common ones.