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What is “IP”?

What is “IP”?

Intellectual Property
People often come to us knowing they want to protect something of theirs, but they are not quite sure what it is. Sometimes they will say: "I want to patent my idea". Or…. "I want to trademark the title of my book". However they say it, what they are trying to say is: "I have an idea or something I created that I want to protect". At the end of the day, we know that there is some form of intellectual property (“IP”) protection that can help them. Intellectual property law has been described as the law pertaining to products of the intellect such as inventions (patents), creative content (copyrights), brand names (trademarks), and secret formulas and processes (trade secrets). Essentially there are four basic intellectual property tools: A patent…
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Most Common Partnership Disputes in Business

Most Common Partnership Disputes in Business

Partnership Disputes
A common issue within companies is disputes erupting between business partners. Tension can arise from the stress of both working together and jointly owning the business, which can create a legal mess for all parties involved. To best avoid disputes, it is helpful to understand some of the root causes. Some of the most common partnership disputes include: Disputes over resources: When partners can’t come to terms about how to allocate financial resources, conflict can ensue. This can lead to lengthy debate over large purchases, such as machinery, which can put business operations on standby while the partners attempt to resolve the dispute. Failure to distribute work evenly: When people enter into a business partnership there are instances where one partner may do the physical work, while the other is…
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The Benefits of Working with an Employment Attorney

The Benefits of Working with an Employment Attorney

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When you are experiencing issues in the workplace, one of the most helpful resources you can turn to is an employment attorney. An employment attorney can help address a variety of problems that you may be experiencing with coworkers, supervisors, or the owner of the business. Some of the situations where an employment attorney can help include: Help Reviewing a Job Offer: Most people think that an employment attorney is only helpful after losing a job. In fact, when you receive a new job offer, it can be very beneficial to have an employment attorney review the contract, so that you understand what you are undertaking at this new position and make sure you are in the best starting place possible. Counsel for a Workplace Issue: Employment attorneys have experience…
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Frequently Asked Questions Business Law

Frequently Asked Questions Business Law

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What is a business attorney? Business attorneys help guide businesses through the myriad of state and federal laws that affect its business. They help with all aspects of entity issues (such as forming a corporation or other entity, corporate maintenance, selling additional shares, stock option plans, and dissolution), contracts (drafting, review and negotiation), disputes with third parties, and other issues that affect your business, such as employment issues, protecting intellectual property and regulatory compliance. What is the difference between a corporation and an LLC? Although the answer to this is much more complex than a paragraph, in short, although both provide personal asset protection when formed and operated correctly, the corporation has a few more "formalities" than an LLC (such as annual meetings/minutes). However, LLC's can provide more flexibility in…
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Owner Disputes

Owner Disputes

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Most people start businesses with people they know and like; such as, friends, relatives and business associates. Unfortunately, at some point, conflicts among the owners will arise, whether they be a result of the personalities involved, differing business philosophies or issues related to the performance of an owner or the company overall. While many of these conflicts are successfully sorted out by the owners, sometimes they can't be resolved and become detrimental to the business and its operations. When this occurs, it is not uncommon that the only plausible resolution is that one or more of the owners must exit the business. When proper formation documents and exit planning strategies are utilized at the beginning of a business relationship, the exit of a business owner can be relatively smooth and…
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Employment Agreement to Arbitrate

Employment Agreement to Arbitrate

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Many employers prefer handling employment claims through binding arbitration because it's typically faster and more cost effective. However, there are several requirements that an Employment Agreement to Arbitrate must satisfy before it will be enforced by the court, such as: A statutory prerequisite to compelling arbitration is demonstrating that the parties to an Employment Arbitration Agreement; i.e., both the employer and employee, agreed to submit their claims to arbitration. If the Employment Arbitration Agreement is not drafted and executed correctly, it may not be enforced by the court, and the employee will be allowed to proceed with litigating their claims. An Employment Agreement to Arbitrate will also not be enforced if it's unconscionable. There are two types of unconscionability, procedural and substantive, both of which must be present before a…
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Guide to California Business Entities

Guide to California Business Entities

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Introduction Whether your company is a start-up or an established business, the decision regarding the form of business entity your company operates under is an important one. California recognizes numerous forms of business entities, each with important distinctions. The purpose of this guide is to introduce you to several forms of business entities available in California and briefly discuss their key advantages and disadvantages. The six major forms of business entities are sole proprietorships, general partnerships, limited partnerships, limited liability partnerships, limited liability companies, and corporations. Corporations are by far the most popular form of a business entity and are unique because of the many types of corporations, such as, C-Corporations, S-Corporations, professional corporations, etc. For most business owners, a trade off occurs between adhering to special statutory formalities, limiting…
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California Corporations: An Overview

California Corporations: An Overview

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Introduction Many people start a California corporation without understanding the documents involved and their implications. This guide will review key documents required and/or used in the formation of a California corporation and a brief summary of their typical contents. Articles of Incorporation Articles of Incorporation are the charter document for the corporation. The Articles are filed with the Secretary of State, and upon their filing, the corporation is in legal existence. The Articles of Incorporation contain the name of the corporation, the general purpose of the corporation (this is statutory language that cannot be changed), identification of the original agent for service of process, the type of stock (i.e., common and/or preferred) and any rights or restrictions associated with the stock, and the number of authorized shares. The Articles may…
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Private Funding Guide

Private Funding Guide

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Introduction Most small to medium-sized businesses are funded through private funding, which is a very complex area. There are many state and federal requirements that must be complied with during each stage of funding. This guide will review key concepts and steps to obtain private funding for a business. STEP #1: Initial Funding. At the initial funding stage, also known as an angel round of funding, a group of investors join together to form the corporation. This is usually a small number of investors (can be as small as 1, 2 or 3), but to qualify for the small business exemptions, generally, cannot exceed 35, as discussed below. These initial investors will contribute the initial amount of capital (money or assets) to start the corporation. In return, these investors receive…
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How to Avoid the 10 Biggest Mistakes Businesses Make

How to Avoid the 10 Biggest Mistakes Businesses Make

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Introduction While a business may fail for many reasons, this document identifies the 10 most common legal mistakes businesses make.  Many of these mistakes expose the business, its owners, and in the case of corporations, its directors and shareholders, to needless liability.  It is our goal that by identifying these common errors you will be armed with knowledge, which if properly utilized, is the key to avoiding these mistakes. MISTAKE #1: Failure to consult with professionals prior to selecting or changing the form of business entity. California recognizes numerous forms of business entities, each with important distinctions.  The six major forms of business entities are sole proprietorships, general partnerships, limited partnerships, limited liability partnerships, limited liability companies, and corporations.  Corporations are by far the most popular form of business entity…
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