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California Business Law Recent Legal Answers from Lawyers

California Business Law Recent Legal Answers from Lawyers

Can anyone read my contract paper and tell me if its fair?

Answered 3 days ago by attorney Bruce A. Hatkoff   |   1 Answer   |  Legal Topics: Business Law
We would be happy to speak to you to determine what legal services you need in determining the fairness of the operational agreement you have been presented.  Any such review would include determining the factors  giving rise to your current situation, what your understanding of the arrangment might be and whether or not the agreement reflects that understanding.   Please feel free to contact us at the below number to further discuss your particular situation.     We look forward to hearing from you.   Very Truly Yours   Bruce A Hatkoff, Esq. Hatkoff & Minassian A Law Corporation Phone: (818)990-5180email: Bhatkoff@hatkofflaw.com  ... Read More
We would be happy to speak to you to determine what legal services you need in determining the fairness of the operational agreement you have been... Read More
The answer to "can I be sued?" is always yes.  Anybody can sue anybody for anything.  Whether you would prevail depends on the likielihood of your name causing customer confusion, i.e. leading customers to think that they are dealing with the other store with the similar name, in effect trading on its goodwill.  This in turn depends on a lot of factors, including how distinctive the name (i.e. is it something like "Smith" or "bargain", or is it something like "adurabi's" or "fragilistic") and how much has the name become associated in consumer's minds with the type of business being conducted.  The fact that you sell to somewhat different markets improves your case, but not as much as if one business was a restaurant and the other an auto parts store.... Read More
The answer to "can I be sued?" is always yes.  Anybody can sue anybody for anything.  Whether you would prevail depends on the likielihood... Read More
It is very doubtful that the park would be responsible to pay these fees as part of the attorneys' representation - even if the retainer agreement provided that the park was responsible for the attorneys' own fees in a separate action independent of the rent increase litigation, which is very unlikely, such provision is unlikely to be enforceable in Court.  Of course, this doesn't mean that the attorneys won't try to bill for them.  Also, if the accusations are unfounded, it is possible that the attorneys could recover their expenses as damages in a lawsuit they bring for wrongful prosecution or some similar tort (e.g. abuse of process). ... Read More
It is very doubtful that the park would be responsible to pay these fees as part of the attorneys' representation - even if the retainer agreement... Read More
Absent a contract limiting your right to fire her, you can terminate her employment at any time for any reason other than those prohibited by statute, i.e. based on race, religion, etc.  If you're asking about unemployment insurance considerations, I am not familiar with California's unemployment insurance laws, but I would be surprised if denigrating your business was not cause for termination. However, there are issues with paying someone as an independent contractor (1099) when they should have been classified as an employee (W2), because employers are required to withhold various taxes from employee's paychecks.  If you did not withhold  taxes because this person was classified as an independent contractor, it cculd lead to serious issues with taxing authorities.  I would advise you to consult a California attorney about this.... Read More
Absent a contract limiting your right to fire her, you can terminate her employment at any time for any reason other than those prohibited by... Read More
I can't tell you whether you have a "slam dunk", but there are issues here which could make a good claim or (depending on some facts which I don't know and which may be contested) coudl be a waste of time.  Some of the questions I would have are:           why didn't you receive any notification?  Was Shopify negligent or was the problem not of its doing, such as their notifications going into your junk folder or you chaning your email address without notifying them?;           does your contract with Shopify bar any claim for consequential damages (without getting into a long technical explanation, the damages you would be seeking are consequential damages)?  If so, and if the law that applies (might be California, might be where Shopify is, might be another jurisdiction specified in the contract) is like that of NY, that clause would be enforceable unless  you could show that Shopify was more than just negligent, but was at least reckless in failing to notify you;           why didn't you remember to renew your website?  Granted Shopify was supposed to notify you, but it wouldn't have been hard to note the date in your calendar;            who owns the intellectual property rights generated by your website under your contract with Shopify?  By using the trade name in commerce, you may have acquired common law trademark rights in it (I assume that you did not register the trademark), even if you no longer have the right to use the website.  If so, you would be able to prevent anybody else from using that name or a confusingly similar one in the same field of commerce.  Probably the Shopify contract precludes this, but you shoud check. It may be worth consulting with a California attorney, preferably one who is familiar with intellectual property law.... Read More
I can't tell you whether you have a "slam dunk", but there are issues here which could make a good claim or (depending on some facts which I don't... Read More

do they need a permit to sell slime?

Answered 7 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
You need to check with the school administration before doing sales at school. Since eatiung home-made slime by young children, it probably is not advisable. 
You need to check with the school administration before doing sales at school. Since eatiung home-made slime by young children, it probably is not... Read More
A general business/corporate attorney can assist with this. Our office has assisted with many similar transactions and would be happy to discuss with you if interested.
A general business/corporate attorney can assist with this. Our office has assisted with many similar transactions and would be happy to discuss with... Read More
There may be a case for breach of contract, for failing to do the work properly, but you would probably only be able to recover the money you paid for them to clean the clothes, not the money you lost from losing customers.  It is not only very difficult to prove with any certainty that you lost customers, and how many customers and how much you would have made, because of the smell, but such damages are called "consequential damages", as opposed to direct damages, and are not normally recoverable in a breach of contract case except under particular circumstances. If I fail to repay a $1000 loan to you, the $1000 you lost are direct damages, i.e. damages that naturally flow from the breach.  If, because you didn't have the $1000, you couldn't buy a car and lost a job that would have  paid you $100,000 a year, those are considered consequential damages, i.e. damages which don't necessarily happen every time a loan isn't repaid but happened to occur in your situation.  These damagew are normally not recoverable unless they are within the contemplation of the parties at the time of contracting.  In other words, you may be able to recover them if you told me, at or before the time of the loan, that you would lose this job if I didn't repay you in time, but not otherwise.   In your case, where you lost customers because they didn't do the work right, it is a closer call, because that is more foreseeable and some courts may find it to have been within the contemplation of the parties at the time of contracting, but my bet would be that the damages would not be allowed.   Moreover, you have to think that if they ignored needed maintenance, they may be short on money and you wouldn't be able to collect. None of this is to say that you shouldn't consult an attorney in Ca. to look into your prospects, especially since it will probabl y coxst you little more to fule a suit seeking the return of they money you paid as it will to seek the additional damages, but my guess is that, given the problem  you will have proviing that the lost customers were due to the smell, the real question of whether these damages are recoerable, and the possibility that you won't be able to collect even if you win, you will probably decide not to pursue this claim if yoiu can get some money beck that you paid.... Read More
There may be a case for breach of contract, for failing to do the work properly, but you would probably only be able to recover the money you paid... Read More
If you bought the gift card with a credit card you may have some recourse. You could try suing in small claims court. But normally, you have lost your money. 
If you bought the gift card with a credit card you may have some recourse. You could try suing in small claims court. But normally, you have lost... Read More

router issues

Answered 9 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
This is not a legal question.                                                                              ... Read More
This is not a legal question.                                 ... Read More

An ex employee is trying to steal my business

Answered 10 months ago by attorney Bruce Robins   |   1 Answer   |  Legal Topics: Business Law
Unless the business contacts and referral sources, or other information your former employee is using to compete, are trade secrets and/or other confidential proprietary information, she has every right to use them to compete with you.  Incidentally, except under circumstances which are not apparent from your question (i.e. your ex had sold the business to you), employee non-compete agreements are invalid under California law.... Read More
Unless the business contacts and referral sources, or other information your former employee is using to compete, are trade secrets and/or other... Read More
So long as it is not a scam or a violation of consumer protection laws and you pay your employees or independent contractors and you have a business license, why not?
So long as it is not a scam or a violation of consumer protection laws and you pay your employees or independent contractors and you have a business... Read More

How to add a division under a company?

Answered 10 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
No, you don't need to set up a new entity: you can just file a DBA. You do not get a new EIN.
No, you don't need to set up a new entity: you can just file a DBA. You do not get a new EIN.

Hello, I need help with an insurance audit related to workers comp.

Answered 10 months ago by attorney Bruce A. Hatkoff   |   1 Answer   |  Legal Topics: Business Law
Prior to providing a response, we will need to know the name of the insurance carrier so as to avoid any potential conflict. If you can provide this information, we can   provide some general direction as to how to deal with the issues presented.
Prior to providing a response, we will need to know the name of the insurance carrier so as to avoid any potential conflict. If you can provide this... Read More
There is no bar on a sales rep distributing as part of his agreed commission. There is no requirement that the company do so. It is called "freedom of contract". You must, however, receive a written representation agreement where compensated by commisions under Calfiornia law. 
There is no bar on a sales rep distributing as part of his agreed commission. There is no requirement that the company do so. It is called "freedom... Read More

Structuring a Business Name that is not a fictitious business name

Answered 11 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
If used in conjuction with other words, you need to file a DBA. There are other benefits, such as public notice of your rights. Trademarking your goods and/or services is another option foryou to consider. 
If used in conjuction with other words, you need to file a DBA. There are other benefits, such as public notice of your rights. Trademarking your... Read More
You can have employees or independent contractors who you can pay but not share profits with. You cannot engage in prohibited activities such as capping, referral fees, you know, you passed the bar including the professional ethics portion.  If in doubt, call you malpractice carrier. If you have no malpractice insurance, get some. You can also consider calling the Bar Attorney Hotline. ... Read More
You can have employees or independent contractors who you can pay but not share profits with. You cannot engage in prohibited activities such as... Read More

What do I do?

Answered 11 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
You do not "forgeit" property your corporation owned/owns just because someone else now has the name. There are common law trademark issues, unfair competition issues, etc. about the name.  Think about your corporation not under its name but under the corporate number assigned by the Secretary of State. You should probably cntact the "new" corporaiton and see what you can work out and avoid litigation, which is very, very expensive. ... Read More
You do not "forgeit" property your corporation owned/owns just because someone else now has the name. There are common law trademark issues, unfair... Read More
In 40 years I have only seen the corporate veil pierced once in properly formed and maintained LLC or corporation. There are tax benefits available in an entity whcih are not available to a sole proprietorship. Finally, I have no idea what liability could happy by sitting in a room playing games and puzzles. ... Read More
In 40 years I have only seen the corporate veil pierced once in properly formed and maintained LLC or corporation. There are tax benefits available... Read More

what type of attorney do I contact to set up an LLC for me?

Answered a year ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
Any "business" attorney can do so. PS you are smart to hire an attorney. The fee is modest and 99% of the corporations set up from online sources are set up and maintained defectively. The person does not realize that until a problem, like a lawsuit, occurs. 
Any "business" attorney can do so. PS you are smart to hire an attorney. The fee is modest and 99% of the corporations set up from online sources are... Read More
An asset sale will cut off claims as to the assets transferred so long as you follow the "bulk transfer" procedures. I have no idea whoa a "full legal dd" means. 
An asset sale will cut off claims as to the assets transferred so long as you follow the "bulk transfer" procedures. I have no idea whoa a "full... Read More

I think of selling my electrical business been in business for 30 years

Answered a year and a month ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
You must have been cut off before you asked your question.
You must have been cut off before you asked your question.

If a business closes that has a trademark logo can anyone apply for it

Answered a year and a month ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
The business may have sold the trademark before closing. There are other similar scenarios. Further, unless you are using the mark in commerce you have no right to register the mark, except on an intent to use basis.
The business may have sold the trademark before closing. There are other similar scenarios. Further, unless you are using the mark in commerce you... Read More

can you review our bylaws per 501c3?

Answered a year and 2 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
Your question seems to contain my prior answer. 
Your question seems to contain my prior answer. 

Do I have to pay taxes for outsourced employees?

Answered a year and 2 months ago by attorney Michael Doland   |   1 Answer   |  Legal Topics: Business Law
If the outside developers are independent contractors they pay their own taxes depending on where they are located. 
If the outside developers are independent contractors they pay their own taxes depending on where they are located.