Blog Posts in September, 2014

What Is a Partnership Agreement and Why Do I Nee

New York law defines a partnership as “an association of two or more persons to carry on as co-owners of a business for profit.” While a partnership conducts a business as a distinct entity, it is not the same thing as a corporation. New York and federal law disregard the partnership structure for tax purposes, meaning any profits earned by the partnership pass through to the individual partners. ...

Acquiring a Business Deciding Between an Asset P

If you want to acquire an existing business, you generally have two options: a stock purchase or an asset purchase. Each has advantages and disadvantages. In deciding how to proceed, you will need to consider the financial, tax, regulatory, and other business implications. Asset Purchase: In an asset purchase, you acquire all of the existing business' property. You may also acquire some or all of ...

Understanding and Enforcing Employment Agreement

Employment agreements are an essential contract for any business. They specify the roles, responsibilities, and duties of key employees, and help ensure honest performance in those areas. Many breach of contract cases arise from the failure of a party to honor the terms of an employment agreement. An ongoing case in Manhattan Supreme Court illustrates just one type of dispute that can arise from ...

How Choice of Law Can Affect Your Rights Under A

When entering into any type of business contract, “choice of law” is often critical in determining how and where an agreement is enforced. Each state has its own laws governing contracts. Additionally, certain federal laws apply to contracts affecting interstate commerce. This confusion often leads to litigation over which jurisdiction's laws apply in a given situation. Matter of Flintlock ...

Manhattan Judge Orders Orbitz To Pay 12 Million

On August 20, Justice Charles E. Ramos of Manhattan Supreme Court granted summary judgment to Trilegiant Corporation in its breach of contract lawsuit against online travel company Orbitz, LLC. The lawsuit stemmed from a marketing agreement signed by the two companies nine years earlier. That agreement ended in 2007, but a subsequent dispute over Orbitz's obligation to pay ongoing termination fees ...

Five Reasons to Retain a Small Firm

Hiring a large law firm with hundreds of attorneys and paralegals is not necessarily the key to success in your case(s). A few reasons why you should think twice before retaining a large firm: 1) Localized Knowledge - hiring a small firm situated near you or near the adversary may be the key in utilizing their resources in a localized fashion. Many small firms and solo practitioners make it a ...