All industries have exposure in five core areas – company structure, labor & employment, contracts, intellectual property protection and leases and commercial real estate. Every business, for example, should have a written owner agreement that documents the ownership, tax and management structures of the business. This helps build resilience against the “piercing” of the company veil, which could consequently open up your personal assets to third parties. If there are two or more owners, then it is imperative to have a well-drafted, practical buy-sell agreement that deals with situations such as death or permanent disability of an owner and similar situations. In such an event, you don’t want your company’s resources diverted away from growing and sustaining the company to deal with disputes concerning the former owner’s estate. All companies with employees must comply with Federal and state labor laws (with few exceptions). This includes compliance with rigorous overtime and recordkeeping requirements. Discrimination is also not industry-specific. We n implement onboarding and offboarding procedures specifically designed to minimize any manufactured liability for harassment or discrimination. Every business markets its goods or services under a business or product name. Protecting this valuable intellectual property against imitators is key to safeguarding and increasing the value of your brand. And, almost every business either leases space or owns the commercial real estate. We negotiate away heavy-handed landlord provisions, minimize any guaranty obligations, and build critical deadline checklists to ensure you don’t miss out on any options for lease renewals.
All of these core business areas have exposure to legal threats. And as an InPrime member, your legal team is responsible for uncovering and then eliminating or reducing inconvenient, embarrassing, expensive and catastrophic legal threats and helping the business build resilience to liability.
With the minimum wage tip credit, federal labor laws impose some additional requirements on restaurants. Navigating regulatory audits safely is imperative; otherwise, the penalties can be substantial and business destroying. We perform a comprehensive FLSA audit to ensure compliance with federal and state labor requirements.
With service-based businesses, we limit any liability for consequential damages such as a customer’s lost profits. We also bolster the payment provisions in way that prevents a disgruntled customer from later claiming nonpayment based on manufactured performance concerns. With the sales team, we implement covenants to protect the business against unfair competition, such as solicitation of your clients for the benefit of a competitor.
Manufacturing & Distribution
The Uniform Commercial Code plays a key role with any manufacturing or distribution of goods. Making certain the “battle of the forms” favors you requires some strategic maneuvers with how your sales team handles purchase orders and quotes. We prepare the company’s terms and conditions and work hand-in-hand with the sales department and key managers to increase the likelihood that your terms supersede your customer’s terms.