To Sue or Not to Sue – Evaluating Small Business Litigation

To Sue or Not to Sue – Evaluating Small Business Litigation

The small business owner considering litigation, or being sued, should at the outset take what I refer to as a “metaphysical” overview of the problem. The two constants of litigation are that it is time-consuming, expensive and the outcome is uncertain (any lawyer who guarantees you will win a case is exaggerating or inexperienced). A civil law suit can easily take over a year and has to go...

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Small Business Contracts and Arbitration – Not always a Perfect Match

Many small business contracts provide that any dispute arising from the contract must be arbitrated rather than litigated in a state or federal court.  Unfortunately, these provisions are often included without a second thought to their practical meaning.  Before agreeing to arbitrate your small business dispute know this about arbitration: What is Arbitration? Litigation of disputes normally...

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Business Partnerships Gone Bad

Business Partnerships Gone Bad

A business break-up can be as stressful and emotionally draining as the breakup of a marriage. And there is always a child involved....the business. So when your business partnership has gone bad, you really want to find out where you are standing and what rights you may have vis a vis the other business partners and the business.

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Increasing your Chances of Collecting Outstanding Invoices

Increasing your Chances of Collecting Outstanding Invoices

I wish every small business that all its clients and customers always pay what is owed.  Unfortunately, we know this not to be true.  At a certain point, all small businesses face the dilemma of either writing off an unpaid invoice or trying to collect it in court.  But there are measures you can take to increase the likelihood of collecting outstanding invoices. One is a written agreement,...

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Evidencing Ownership in a Corporation – Nothing beats a Share Certificate

Evidencing Ownership in a Corporation – Nothing beats a Share Certificate

Nothing beats a Stock Certificate when you have to prove your ownership in a business corporation.

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When it Smacks, it Cracks – Your Limitation of Liability Clause, That Is

I am sure you have seen this or a similar contract clause before:   "The Company's liability for damages,  including incidental or consequential damages, is limited to the total compensation paid to the Company by Customer"  In New York, it is perfectly fine to include such a clause in a contract among business people, with the effect that the Company would not be...

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Getting Paid – Debt Collections

I don't need to tell you that getting paid by your customers for whatever your small business is offering for sale should be your number one concern.  Here are some pointers for handling this most important aspect of your small business. Prevention, Prevention, Prevention Ask for money in advance, whenever possible.  Ask for periodic advance payments, whenever a mile stone has...

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Small Business Guide to Risk Management

Via Small Business Trends, I learned about this helpful e-book "Small Business Guide to Risk Management – A complete guide for business decision-makers" published by the Association of Small Business Development Centers. From the introduction: "Risk management involves eliminating, mitigating or insuring the risks your business faces so you can more confidently pursue the...

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When Businesses Divorce

Business owners at war can get divorced.  If all therapy fails and the fighting business owners cannot agree on an amicable separation, they could file for divorce.  In New York, shareholders who represent 50% of the votes of all outstanding shares of a corporation entitled to vote in an election of directors can petition a court to dissolve the corporation when "there is internal...

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How to choose New York Law and New York Courts in your Business Contracts when you have no connection to New York

I don’t need to tell you that New York lies at the center of the universe.  But did you know that you can be a part of it by choosing New York law to govern your business contracts and New York courts to decide upon any conflicts arising from your business contracts, even if the transaction, you, or the other party to the contract have no relation to New York? Choosing New York law...

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