Blog Posts in February, 2015

Does an Invoice Create a Binding Legal Contract?

When a business relationship turns sour and one party feels obliged to sue the other, one of the first issues that must be addressed is forum. Business contracts often specify which state or court will have jurisdiction over any dispute arising from the contract. But such “forum selection” clauses are not written in stone and may be disregarded by New York courts if the circumstances warrant. C. ...

Are "Non-Compete" Clauses in Franchise Agreements Enforceable in New York?

Franchise agreements are a common arrangement in which a well-known branded company licenses its trademarks and business model to a local proprietor. Like any business contract, a franchise agreement imposes certain duties and obligations on the parties, and in the event of a breach by either side, litigation may arise. Franchisees should be especially aware of their rights and responsibilities in ...

Does Incorporating Always Protect My Personal Assets?

A key reason you might form a corporation or limited liability company (LLC) is to protect your personal assets from any business debts. Under New York law a corporation or LLC is treated as a separate “person” from its owners. In general, that means a debt owed by the business is not the personal responsibility of a shareholder or, in the case of an LLC, a member. But, this is not an absolute ...

Do You Owe Someone a Bonus If They Never Actually Worked for You?

It is not unusual for an employer to rescind an employment offer due to changed circumstances. That is why it is important when drafting a formal employment offer—a type of contract—to be as precise as possible when describing the terms and conditions. If the offer is later rescinded, properly drafted language can protect you from having to pay out. In the Matter of Lehman Brothers Holdings, Inc. ...

Protecting Trade Secrets and Other Business Information

All businesses have information they wish to keep confidential. Such “trade secrets” are often critical to a company's success. To protect such information, companies often require key employees to sign confidentiality agreements. Therefore if an employee leaves and proceeds to divulge trade secrets to a competitor, the company can bring an action for breach of contract. But a breach only exists ...