From the category archives:

Contracts

New York Independent Contractor and Consulting Agreements

As an inde­pen­dant con­trac­tor, there is no employer-employee rela­tion­ship with the per­son or com­pany that you are doing busi­ness with.  The inde­pe­dent con­tract is a con­sul­tant who per­forms spe­cific duties that the con­sul­tant is capa­ble of per­form­ing.
At the start of the rela­tion­ship, it is absolutely vital to have an inde­pen­dent con­tract agree­ment (also known as a consulting […]

Why You Need to be Clear About The Subject Matter When Drafting Contracts

One of the most basic parts of a con­tract is describ­ing its sub­ject mat­ter.   The sub­ject mat­ter is the part of the con­tract where you, the client, has the most imput. Generally, the sub­ject describes the ser­vices that are to be per­fomed, the goods that need to be sold, the prop­erty that needs to be assigned. 
When describing […]

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What to do if a Former Employee Solicits Customers?

Your star sales­per­son has decided to jump ship to a com­peti­tor.  She has taken your cus­tomer list and has started solic­it­ing for busi­ness. What can you do to stop her?
Under New York Con­tract Law, you may be able to obtain a per­ma­nent  injunc­tion against her where she would be pro­hib­ited from solic­it­ing your clients. 
A pre­lim­i­nary injunc­tion can […]

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How are goods delivered if someone else has possession of them?

It is not unusual where you may be pur­chas­ing goods that a third party has pos­ses­sion of, such as a ware­house or a bailee.  In such an instance, you should be clear in the con­tract where the deliv­ery should be made.
Under the UCC, which cov­ers the sale of goods, if the con­tract is one for goods […]

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Sample Multimedia Agreements

Look­ing for the right mul­ti­me­dia agree­ment for your business. Here is a list of some of the Agree­ments that my office can draft for you.

Copy­right Assign­ment
Work for Hire Agree­ment
Moral Rights Waiver
Copy­right Per­mis­sion let­ters
Fram­ing Agree­ment
Cease-and-Desist Let­ter for Trade­marks
Nondis­clo­sure Agree­ments
Sub­mis­sion Agree­ment
Mutual Non-Disclosure Agree­ment
Right of Pub­lic­ity Agree­ment
Model Release
Employ­ment Agree­ment
Employee Nondis­clo­sure Agree­ment
Web­site Pri­vacy Agree­ment
Con­sult­ing Agree­ment
New Employer Let­ters
Soft­ware Devel­op­ment and Pub­lish­ing Agree­ments
Title […]

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What Can You Sue For? Basic Contract Damages

If you are suing for a breach of con­tract you are prob­a­bly won­der­ing what money can you col­lect.  You could also be won­der­ing if there is any other relief that you can obtain from the court. Listed below are the basics of what you can sue for in a breach of contract case:

Com­pen­satory Dam­ages.
Con­se­quen­tial Dam­ages;
Liq­ui­dated Dam­ages;
Injunctions […]

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What To Do If An Owner of A Business wants to Transfer its Interests

New Yorker’s are a mobile bunch. Espe­cially New York busi­ness own­ers. Busi­ness open and close every day.  It is risky to believe that your co-owners will still be with you five years down the line. It is likely that there will come a time when of your co-owners will want to sell his shares or […]

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Checklist for sale of a business

If you are plan­ning to sell or buy the assets of a cor­po­ra­tion, before you go to your lawyers office you should pro­vide the answers to the  fol­low­ing questions:

Names and addresses of every­one involved in the sale
All assets and prop­erty that will be in part of the sale
What monies are being paid?
What are the debts and lia­bil­i­ties of […]

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What happens if there is an ambiguous term in a contract?

Q:   What hap­pens if you enter into an Agree­ment and there is ambigu­ous lan­guage?
A:   If the per­son mak­ing the offer means one thing and the per­son accept­ing the offer rea­son­ably means another, then there is no con­tract.  Be aware that just because you failed to put some­thing into a con­tract or there was a mistake, […]

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What is a void or voidable contract?

In New York, a void con­tract is sim­ply no con­tract at all. It binds nei­ther party.  If you enter into a void con­tract, noth­ing more has to be accom­plished on your part.  It is bind­ing by nei­ther party and can­not be rat­i­fied.
Con­tracts that are usu­ally con­sid­ered void­able when one of the par­ties has the ability […]

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