Contracts are an important element to doing business, but how do you know you are creating a strong contract that covers all of the elements you need?
Put it in writing!
Verbal agreements do hold some weight, but ultimately they can be hard to enforce. Never take that risk, always get your terms in written down in plain and easy to understand language. Legal language might look impressive, but if no one knows what it actually means, it will be extremely difficult to argue there was a meeting of the minds.
Correctly identify all parties!
As obvious as this may seem, not using correct legal names is a common mistake. Make sure the proper names of all parties are used and DBA is correctly applied if using business names. If it’s between legal entities, then make sure the entities are listed, with an individual with authority signing on behalf of the entity.
It’s in the details!
Make sure to clearly outline the terms and conditions of the contract. Anything that has been previously verbally agreed upon should be added as well. Items that are mistakenly left out can be added with an amendment, generally only if both sides agree. Typically all terms should be in the original contract. Outside oral agreement will generally not be enforceable.
What happens upon termination?
Termination is not something you want to think about, but it needs to be covered in your contract. Not only do you need to include a termination date but also clauses that cover what will happen if one of the parties is in default of the contract. This is also a good section to add dispute resolution terms.
Still not feeling confident? No worries an experienced contract lawyer can look over your contract before you head to the signing table and help you correct areas that need more attention or have been accidentally left out. Need a new contract drafted? Feel free to reach out to our office for help and a flat fee quote.
You are ready to open your cross training center, you have a great location, all of the proper equipment and a great set of trainers ready to go, you have even thought of a catchy name for your center. Have you really thought about how much that name means to your business though? Your name is so much more than just what you call your center, it is your brand and will forever be associated with the business that you have built. Let’s fast-forward 5 years, your cross training center is thriving and you are ready to grow but when you start looking at locating in a neighboring community you realize that another Center has the same name as you! How can this happen? Better yet, how can you prevent it?
A great way to protect your brand name or logo is by registering it as a trademark. A distinctive word, phrase, symbol or design qualifies a trademark that you can register with the U.S. Patent and Trademark Office (USPTO). An experienced startup lawyer can help you navigate this process smoothly.
How do I start?
First, there is the trademark search. A thorough search needs to be done to determine whether there is already a business out there with a same or similar name registered.
After you search and conclude that no one is yet using your proposed name in your same category of goods or services, it's time to start thinking about what kind of application you will submit. There is an actual use basis or an intent-to-use basis.
Then, you'll need to choose which class or classes of goods or services your mark falls into. Also, is it a design mark or plain word mark? You'll need to prepare a specimen to submit. Make sure it complies with any file format requirements and properly shows the mark.
Feeling overwhelmed? Don’t worry an experienced business attorney can handle all of this for you and you can do what you do best, running your fitness business. You will have peace of mind knowing that you brand is protected, without worrying about trying to navigate complicated and confusing process!
Contact us to see how we can help trademark the name or logo of your new fitness business.
Living in an inter-connected world, we often get questions about whether it's necessary to hire a lawyer near you. When considering hiring a business lawyer, often the first thought is, "what business lawyers are near me?" In this day and age, when Skype and Facetime are available, is it necessary to find a business lawyer near you?
Not necessarily. The best way to find a lawyer is to interview a number of people and decide who you have the best rapport with. Do you like their style? Do you agree on business growth philosophy? Is this person going to be awesome to work with? It's entirely possible that this lawyer might not be near you.
Lawyers are licensed to practice law based on their home state, so you certainly would want someone licensed in the state you primarily do business. However, for federal trademark matters, you can use a lawyer in any state, because it's a federal issue. Also, many corporate matters are similar state to state, and you could hire a lawyer not necessarily near you. Corporate counsel often works from a particular state, but the business has activities all over the country. Your business lawyer can make connections in other states if you need advice on local laws.
To work with a business lawyer not near you, it's helpful to set up a phone call and even a video conference. In this day and age, you don't have to find a lawyer down the block, or even in the same city. It's best to find someone that will be the best fit for your business.
You have finally built your dream Yoga Studio, and even better you actually have clients! This is when you start to realize that there is more to running your Yoga start-up then downward dog and sunrise salutations. You need help so you can add extra sessions, or maybe just to cover some time off for yourself after all of your hard work. No problem- you have plenty of instructor friends in your network that can cover a class or two.
If only it was that simple, but there is one key decision in the process that cannot be overlooked. Will you classify your workers as Independent Contractors or Employees? There are pros and cons to each format, and there can also be legal and tax consequences if you incorrectly classify.
Let’s take a closer look at how these two classifications function and what they may mean for your Studio.
Independent Contractor (1099)
An Independent Contractor is a freelancer that works for themselves and you “contract” them to perform services for your business (think of it like hiring a plumber). The pros of this kind of relationship are: flexibility, cost savings, and no training investment. The cons can be: no company loyalty, may not always be available due to other projects, and little control over the way they complete their work.
An Employee is someone that works directly for you and you have full control of how and when they perform their job. The pros of this kind of relationship are: full company investment, full control over training, control over how the work is executed. The cons are: benefits will be expected, payroll taxes, overhead and ongoing expenses, unemployment and workers’ comp coverage.
Still confused? No worries, an Attorney that specializes in small businesses can help you steer your Yoga Studio in the right direction so you can get back to running your business. Reach out today for help.
In the process of setting up your business, you may have consulted with an accountant, an insurance agent and possibly even a business consultant. The million-dollar question, however, is… have you consulted with a business lawyer? While you may not need legal advice on a daily basis, developing a relationship with a skilled business lawyer can be useful so you have that important resource when you need it. Waiting until the need arises can often lead to making snap decisions, when hiring a lawyer, just to have a “warm body” on the job.
Below you will find several tasks that a small business lawyer can help you with right away!
Deciding how to structure your business is a big decision that affects your exposure to personal liability, tax obligations, setup fees, ongoing expenses, as well as how you can legally acquire funding. An experienced business lawyer can help you make the right decision and create/file the correct documents.
Are the people who work for you regular employees or independent contractors? A good business lawyer is familiar with the laws surrounding this question and can help you stay out of trouble with the IRS. You also want to avoid any possible discrimination issues when designing your hiring practices. A good small business lawyer can advise you how to avoid and potential issues in this regard.
Contracts are unavoidable when starting a new business. A good business lawyer can draft and review contracts to ensure you are making wise and informed decisions that can keep your business out of jeopardy.
Negotiating the Sale of Your Existing Business or Purchasing a New One:
A good business lawyer understands how to value a business, write purchase agreements, complete due diligence, and apply for permits and licenses. Likewise, when you sell a business, an attorney can help you get the most value out of your business and negotiate the best possible deal.
A good business lawyer is your small business best friend. Let us know how we can help you today!
Sarah E. Holmes is a Philadelphia business attorney and strategist that helps start ups and established businesses looking to expand, protect their assets and increase their profits in an approachable, down-to-earth way. When you're looking for a business lawyer in Philadelphia, the Main Line or New Jersey, we can help.