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What are you Buying? Stock Purchase v. Asset Purchase Agreements

Clients frequently get confused about the difference between a stock and an asset purchase agreement. It is important to consult with an experienced corporate attorney who can explain the difference between the two and who can advise the best fit for your company’s needs. Let’s look at the distinctions. There is a significant difference between…
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DEPOSITIONS

Deposition testimony is given under oath and used to obtain facts and information in the “discovery” stage of a litigation dispute. Depositions are routine in the civil and business litigation context. Depositions can be of the parties to the lawsuit, third-party witnesses, or experts rendering an opinion on the case. Although informal and usually held…
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Copyrights & Trademarks

With rapid advances in technology comes the need to protect, secure and police intellectual property rights, the currency in the digital marketplace. From artists to businesses, musicians to public figures, intellectual property rights create and protect brand identity and trade, safeguard new products and concepts and provide a source of income. Whether these works are…
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Shareholder Disputes

A dispute between the Company and a shareholder can cause significant tension and unrest. These types of disputes can take many forms related to company management, operations and dealings among shareholders and the company. These disputes include: • Shareholder actions against executive management; • Breach of fiduciary duty; • Minority shareholder rights; • Executive compensation…
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Contract Disputes

Whether business to business or between individuals, contracts are the basis of a business agreement that encourages confidence in a business relationship with another party. Business disputes often involve allegations of breach of contract. What is a Breach of Contract? A failure to perform on a contract altogether is less common than disputed claims, or…
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CORPORATE FORMATION BASICS

The excitement of starting a new business and preoccupation with practical business concerns frequently means owners overlook proper corporate formation and documentation. It is natural to be preoccupied with the company's products or services and to overlook basic formation and legal issues altogether. Before forming a new entity, the following requires consideration: •     …
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CAPPED COMMISSIONS

As a sales representative for a computer software company, Richard received an annual salary and sales commissions as determined by a compensation plan that was part of his contract. There was a specific formula for how commissions were to be calculated, but language in the plan gave the company broad authority to make a final…
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THE MARITAL DEDUCTION

The federal estate tax marital deduction is one of the most important estate planning tools available to a married couple. The basic marital deduction rule is that, upon the death of the first spouse, the value of any interest in property passing to the surviving spouse is deducted from the decedent spouse’s gross estate. This…
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FREELANCERS’ ARTICLES ARE NOT FREE – Los Angeles Business Lawyers

The U.S. Supreme Court has given a victory to freelance authors of newspaper and magazine articles, and a defeat to some major publishers of their work. The publishers hired the authors as independent contractors who would contribute articles to what is known in copyright law as a “collective work,” that is, a newspaper or magazine.…
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AGE DISCRIMINATION IN EMPLOYMENT

The combined effects of an aging population and a sluggish economy have led to an increase in lawsuits alleging age bias in the workplace. The Age Discrimination in Employment Act (ADEA) prohibits age discrimination in the employment of persons who are at least 40 years old. The ADEA covers most private employers of 20 or…
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