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Starting a Business - Why Incorporate?
One of the first steps for starting a business is to incorporate your new company. Organizing a legal entity like a corporation or a limited liability company (LLC) can be a smart choice for an independent contractor, home based business operator or an entrepreneur starting a small business with employees and infrastructure.
Forming and operating under the appropriate legal business entity can help reduce risk and potential personal liability of the founders, by legally defining and separating business from personal assets. Incorporating a business can help protect the contractor or entrepreneur’s personal property, like a home, from the liabilities of the business, which can be considerable.
Now you can incorporate your business for free with RocketLawyer.com -- with no processing fees! Visit www.rocketlawyer.com/incorporateforfree to get your free incorporation.
Freya A. Shoffner, pictured above, is a business lawyer in Boston, Massachusetts. Her specialities include entity selection for small businesses. If you need help with choosing the right business entity, or have other legal questions about setting up your new company, find a business lawyer in your area today.
Find out what your business contract really says. Guest contributor Jay S. Parkhill shares his method for reading contracts.
One of the hardest things to do when reading a new contract is to figure out what is not covered. The sea of words in a long document can prevent readers from noticing, for example, that a license agreement provides a nonexclusive, worldwide, perpetual license, but doesn't say clearly whether the license fee must be paid and once paid whether it must be periodically renewed.
The best way to be sure a contract contains all the terms one needs is to do the same type of transaction over and over until you know it cold. Next best is to find someone else to rely on. Those aren't particularly helpful suggestions to someone in unfamiliar territory with a deal on the line, though, so here are some suggestions to help identify missing terms.
Make up a Hit List. Before you start reading, write down list of the important terms. This step takes a surprising amount of mental discipline but it is incredibly important. Avoid the temptation to dive straight in and "see what the contract says". Even if you think you know what terms you need, write them down before you start reading.
Take the contract in Sections. This goes along with my blog piece on How to Read a License Agreement. Instead of reading front-to-back, search the contract to find all the terms on your hit list. Do they match your requirements? Is anything from your list missing? Bonus points for lining up your hit list in one column on a piece of paper and writing down the comparable terms from the contract in the next column. I have only taken this extra step a handful of times, but found it very helpful when the deal was complex or I was having a hard time getting through the contract language.
Put it Back Together. Now that you have found the biggest points, you can read through and see how other terms flow around them. Do all the defined terms match your understanding of what they should be? Do any subparagraphs under one of the big points limit its applicability?Try to break it. It's also easy to read a sentence, squint a bit and say "yeah, that basically covers it". Instead of trying to read the contract in a way that fits your needs, do the opposite. How could a paragraph be read against you? E.g. if you quit vs. being terminated by your employer, will you lose any vesting in your stock?
Read with a Friend. If the deal is important it merits more than one set of eyes. I frequently find that useful points come out of discussion with a co-reader.
Search for Exemplars. I am putting this last because it's really hard to find good examples of many types of agreements. The SEC's EDGAR database is a good source, but search is very limited unless you pay for advanced search capabilities. RocketLawyer.com has an extensive list of business legal forms.
I hope these ideas are helpful. Reading carefully and catching everything is a genuinely hard task. Practice very much makes perfect and these are some of my favorite practice tools.
Jay S. Parkhill is a corporate securities and licensing partner at Virtual Law Partners LLP in San Francisco. If you need help with business legal contracts, RocketLaywer.com makes it easy to find a business lawyer who can help.
If you're a business operator, confidentiality agreements can protect your valuable business assets. Guest contributor Andrew Thompson explains when and how to use these essential legal documents.
A Confidentiality Agreement is created when a user ("Recipient") agrees to preserve confidentiality relating to proprietary information ( "Confidential Information") obtained from the owner of the Confidential Information.
There are many situations in which a Confidentiality Agreement may be useful. Think of an arrangement between a small, but growing manufacturing company, and a marketing or IT firm. The manufacturer is likely to have formulas, processes and other information it would like to share only with the companies it establishes relationships with to help grow its business further. Often the information relating to these processes and formulas is among the company's most valuable assets.
A Confidentiality Agreement should make clear the relationship the parties have with each other. It should do this by identifying the line of business each party is engaged in and the purposes for which they have established their relationship.
The agreement should carefully identify the information that is expected to be held in confidence and the uses for which the recipient is permitted to use the information. It should be bounded in time and space as well as in purpose.
The agreement should typically make it clear that the recipient is being granted a limited license to use the information and that is the extent of the agreement. It's a good idea to place limits around which employees of the recipient who may access or use the information as well.
The information owner may wish to provide for remedies in the event of a breach of confidentiality, including money damages, injunctive protection, attorneys' fees and appropriate indemnifications.
Like nearly every agreement, a Confidentiality Agreement should be executed (signed) by all parties. The effective date will either be the date of execution or the date specified in the agreement itself.
Start Your Credit Freeze at Identity Theft Legal Center for Free
With another high profile identity theft case in the news, everyone should think about how to protect themselves from potential losses. There are many services out there that claim to protect you, but they're often expensive.RocketLawyer.com™ helps with the Identity Theft Legal Center™, which is full of free legal help, like the Easy Credit Freeze™, and more than 40 other free legal documents and letters for identity theft protection and recovery.
What's a credit freeze? An Easy Credit Freeze completely locks down access to your credit report, making it practically impossible for someone to take out new credit under your name. If you have reason to believe that you are at high risk for identity theft, or if you have already been a victim, you should consider getting an Easy Credit Freeze. However, keep in mind that it will make getting credit much more difficult - not only for any potential thief, but for you as well. Still, for many, this inconvenience is worth it for the peace of mind it offers.
How can a lawyer help with identity theft? “Identity theft is always a trying and difficult experience," said Attorney Ryan J. Vlasak (pictured above). "Victims of identity theft should know that they may have claims against not only the perpetrators of identity theft, but also against purported creditors attempting to collect debts that were fraudulently incurred. A consumer rights attorney can help victims of identity theft handle obstreperous creditors and expunge fraudulent debts.” Vlasak represents consumers in consumer rights cases, and is one of the many lawyers on RocketLawyer.com who offers a free initial consultation.
What should I do if I believe that I am a victim of identity theft? Go to the Free Identity Theft Legal Center today to get the free identity theft protection and recovery help you need.
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Does Your Business Need a Trademark?
Guest contributor Andrew Thompson explains the importance of trademarks for establishing and protecting your business's brand identity.
A trademark is simply a symbol, word, or phrase that distinguishes and identifies the source of goods of a specific business entity. The name “Nike”, its renowned “swoosh” logo, and phrases like “Just Do It” can be trademarks. A service mark simply distinguishes a particular service rather than a product.
Whether you ultimately register your trademark or not, you can acquire trademark rights through the consistent use of a mark. As you build “brand” identity and loyalty, you may naturally acquire these rights. Protecting them is a different matter, however. Just as it is always wise to record a deed on real property you own, it’s often wise to register your trademark through the United States Patent Office. There are fees for registration, generally $250-500. You pay these fees to give public notice of your claim to exclusive rights in use of your trademark.
A trademark “search” can identify other users and/or claims on the trademark you own or are seeking to register.
Does your business need a trademark? Absolutely – and it may already be in process, perhaps even without you knowing it. It’s a good idea to use the Rocket Lawyer Trademark Worksheet and consult with an attorney specializing in intellectual protection as you plan and execute the process of building your own brand.
Andrew Thompson practices law in Indianapolis, Indiana, and can help you with your business' trademarks and intellectual property needs. You can also find an intellectual property lawyer in your area wtih RocketLawyer.com.
A Family Law Attorney Can Help Before Marriage Too
Guest contributor Andrew Thompson, of Thompson Law Office, talks about the role of the family law attorney.
Family law has often been a code phrase for divorce, but it incorporates so much more. True, the basics involving the breakdown of marriage, divorce, custody and child support matters – still dominate family lawyers’ time – but most family lawyers benefit their clients most before marriage, before sharing a residence, and before other major life events, addressed by power of attorney, Wills, Trusts, Living Wills, etc.
While not necessarily a general practitioner, a family law attorney must be versatile and skilled in many different areas. The tax and other financial consequences of decisions you make can be life altering. The family law professional most often needs to be a skilled litigator, with talents in and out of the courtroom, in mediation, depositions, and every other forum where attorneys practice their trade.
Andrew Thompson is a family law attorney in Indianapolis, Indiana. He can help you with questions regarding divorce, custody and support as well as estate planning, tax and contractual matters. Don’t wait until it’s too late - find a family lawyer in your area with RocketLawyer.com.
Some Benefits Extended to Domestic Partners of Federal Employees
On Wednesday, President Obama signed a memorandum that extended certain benefits to domestic partners of federal employees. Since this is a small "first step" according to the Obama Administration, what can same sex couples in domestic partnerships do today to get more legal protection?
Now RocketLawyer.com, in partnership with LegalOut, is doing something to help. Same sex couples can now create an easy Domestic Partnership Agreement online. The document provides couples with a legal way to define the terms of their committed relationship, including how the couple will divide their income, whether property will be shared or separately owned, and even how the partnership will be dissolved in the event that the couple separates in the future. All committed LGBT couples should complete a Domestic Partnership Agreement to protect themselves and their families.
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