San Jose Business Lawyers Blog

Articles Posted in Business Litigation

Any company with employees is aware of the fact that conflicts between people are inevitable. Conflicts can arise due to disagreements about work-related matters or because of issues that are purely personal. Fortunately, these kinds of conflicts are often resolved informally and without the intervention of an employment attorney or even the human resources department. In some cases, however, an employee may file a lawsuit against his or her employer in an attempt to hold it liable for discriminatory policies, discriminatory acts committed by management, or even the failure to address inappropriate conduct between one employee towards another.

There are several steps that California employers can take to minimize their legal liability as a result of discrimination lawsuits, some of which are detailed below.

Have an employee handbook

A well-drafted and comprehensive employee handbook can go a long way in informing both management and employees about a company’s policies and encourage people to resolve disputes through official channels. In addition, it can also put employees on notice regarding expectations, reduce the incidence of disparate treatment, and reserve certain of the employer’s rights that it would otherwise not have.

Regularly train managers and supervisors

An employer can often be held liable for the discriminatory actions of its supervisors and managers. By regularly conducting anti-discrimination training, employers can ensure that their managers and supervisors are aware of their policies and recognize workplace discrimination when it occurs. In some cases, recognizing discrimination early on can prevent it from becoming a serious issue resulting in a lawsuit.

Keep impeccable records

Issues between people are bound to arise, so it is important to be prepared to document the dispute and your response when they do. Many workplace discrimination lawsuits turn on an employer’s perceived response to an accusation of discrimination, so documenting that a complaint took place and the steps that the employer took to respond to the situation are often very important in minimizing legal liability.

Regularly audit you policies and procedures

Federal and state laws related to employment regularly change.  It is important for employers to keep their policies and procedures up to date and in compliance with all relevant rules and regulations. An attorney’s assistance can be extremely helpful in ensuring that your employment practices are in compliance with current law.

Contact a Silicon Valley business litigation law firm today to retain legal counsel

Lawsuits initiated by employees have the potential to put even an established business at significant risk. A well-publicized lawsuit can affect employee morale, productivity, and may influence your potential customers’ or clients’ perceptions of your company and its values. In addition, litigation can be incredibly expensive, especially in the event of an adverse outcome. Fortunately, sound legal advice and representation can often avoid these kinds of issues before they even start. To schedule an appointment with one of our experienced Silicon Valley business litigation attorneys, call Structure Law Group, LLP today at 408-411-7500. Prospective clients can also send us an email through our online contact form.

Selling a business is a major decision that often has the potential to leave entrepreneurs with significant financial freedom. In fact, in many cases, entrepreneurs start a business with the intention of selling it once they reach a certain valuation point. One only has to look at the recent sales of Instagram to Facebook ($1 billion) or Beats Audio to Apple ($3 billion) to see why selling a business can be an attractive proposition to many entrepreneurs. Of course, these billion-dollar examples represent a fraction of the kinds of mergers & acquisitions that regularly occur in the business marketplace. That being said, a deal worth a fraction of these sums could still put a hefty sum of life-changing money into an entrepreneur’s pocket.

As a result, it is important for people who are considering selling their business to do so with the guidance of legal counsel that understands the legal issues that often arise in selling an existing venture. Below are four tips for entrepreneurs who are thinking of putting their business on the market.

  • Determine your goals – Of course, everyone who puts a business on the market is ultimately looking to make money. Some people, however, have a set amount that they feel that they need to obtain in order to make a sale worth it. For others, it is extremely important to stay involved with their “baby” after a sale has been made.
  • Have a plan for growth – Most parties that are interested in buying a business are doing so as an investment and want to know that their investment will produce some sort of return. Part of your sales pitch as an entrepreneur is to show your potential buyer that your existing business has significant growth potential.
  • Demonstrate scalability – This aspect of a business is inherently intertwined with growth. Investors need to see that they can take your idea and scale it up in a way that will drive profits and also that the operation could smoothly continue without your personal leadership and effort.
  • Hire professionals familiar with selling a business – Selling an existing business is often very complicated, and it is important to present the business you are selling in the best light. Professionals that are familiar with these types of transactions will ensure that your business is correctly valued and that your best interests are protected.

Contact a Silicon Valley mergers and acquisitions attorney today to retain legal counsel

Selling or acquiring an existing business can be a legally complicated matter fraught with potential pitfalls. As a result, it is important that any party to a merger, sale, or acquisition retain an attorney familiar with effectively structuring these kinds of transactions. The attorneys of Structure Law Group, LLP are experienced business lawyers who are committed to providing their clients with professional and solution-oriented legal counsel and representation. To schedule a meeting with one of our M&A attorneys, call our office today at 408-441-7500 or send us an email through our online contact form.

When drafted properly, employee handbooks encourage open communication in the workplace, set employee expectations, and shield businesses from the financial burden of legal liability. Here are 3 reasons why your business should have an employee handbook.

3 Reasons Why Your Company Should Have an Employee Handbook

  1. Establish Your Company’s Character

An employee handbook allows you to set the tone of your company. Include language in line with your vision and values and take the opportunity to provide important historical information about your business. Include a code of conduct for your employees so they know what rules to follow and what behavior is unacceptable.

  1. Make Your Policies and Procedures Known

Employee handbooks are the perfect place to house workplace policies and procedures. Workers can reference a specific document for the duration of their employment and avoid miscommunication about expectations.  This will also provide you with protection from liability. Common items to include are safety procedures, attendance requirements, dress code, a social media policy and rules for internet usage on the job.  Be sure to review your employee handbook periodically so that you can add or amend policies and procedures as your business grows.

  1. Disclaimers

Distributing employee handbooks doesn’t just formally welcome employees to the company. When properly drafted, disclaimers contained within the employee handbook can nip potential litigation in the bud.  For instance, if your employees are at-will employees, clearly state that the handbook is not an employment contract.  If a terminated employee later threatens a “wrongful termination” suit, you’ll be in a better position to protect your business as long as the reason for the employee’s termination was legal.  An experienced Silicon Valley employment law attorney can help you draft the best disclaimers for your particular business.

If you have questions about items to include or the importance of employee handbooks, Structure Law Group’s experienced attorneys are on hand to help. Contact us today at 408-441-7500.


About Structure Law Group, LLP

Structure Law Group is a San Jose based law firm that serves its clients’ business, employment and real estate needs, including but not limited to business formations, debt and equity investments, employment agreements and handbooks, commercial leasing and purchases, commercial contracts and related litigation.

Last year, California legislators passed the Healthy Workplace Healthy Family Act of 2014, which provided the opportunity to accrue paid time off for sick leave to almost every California employee. The law allows qualifying employees who have worked at least 30 days to begin accrual and to use that sick time after 90 days of employment. The law covers temporary, part-time, and full-time employees with very few exceptions. Such exceptions only apply to certain employees with collective bargaining agreements, some air carrier employees, and in-home providers of supportive services.

Because the new law so widely affects California employers, all business owners should thoroughly familiarize themselves with it to avoid legal disputes or sanctions for noncompliance.

Basic requirements for employer compliance

The following are only some of the steps employers should take to comply with the new law that went into effect on July 1, 2015:

  • Provide adequate notice to employees upon hire of their right to paid sick leave, along with having easy to read posters on the subject in the workplace.
  • Allow employees to accrue at least one hour for every 30 hours worked up to an annual minimum of 24 hours or three full days of work, whichever is more based on an employee’s typical work day. Notify employees of any qualified caps on sick time accrual.
  • Approve reasonable requests to use paid sick time.
  • Regularly issue pay stubs or other documents that clearly state how much paid time off the employee has left.
  • Keep careful records regarding accrual and use for three years.
  • Never discriminate or retaliate against an employee for use of sick time. 

The above is a simplified explanation of employer responsibilities under the new law and every business owner should discuss all of the requirements with an experienced employment law attorney as soon as possible. 

New amendments to the law already passed

On July 13th, Governor Brown signed Assembly Bill 304, which amended certain provisions of the new sick leave law. These changes were effective immediately after signing, so every business owner with employees should be aware of the changes. Here is some brief information regarding some of these amendments:

  • Companies that already had a paid sick leave or PTO policy can be grandfathered in without changing their policies provided the policy meets certain requirements.
  • In order to be eligible for sick time accrual, an employee must work with the same employer for at least 30 days in the past year, while the original version of the law did not specify where the employee had to work.
  • Employers can use different accrual methods as long as the accrual happens at regular intervals and an employee can accrue at least 24 hours of PTO within 120 days.
  • Sick day use can be limited to either one calendar year, year of employment, or 12-month period.
  • Pay rate for sick time will be based on the pay period in which the PTO was used.

Though many employers recently made substantial changes to their sick time policies in preparation for the new law to take effect on July 1st, it is now a good idea to re-examine your policies to ensure compliance with all of the applicable amendments. 

Contact an experienced business and employment attorney for assistance today

When a new law goes into effect that widely affects employers and business owners across the state of California, it is only understandable that you may have questions and need some guidance to ensure that your business complies with the new law and any subsequent amendments. Because employment laws and regulations are constantly changing, it is always a good idea to have the assistance of a skilled business lawyer who can provide valuable advice and help prevent any future legal disputes with employees. If you have questions regarding the new paid sick leave law or any other legal matter, call the San Jose office of the Structure Law Group at 408-441-7500 for help today.

Some of the world’s most successful companies started as partnerships. Microsoft, Apple, McDonald’s, Warner Bros., Ben & Jerry’s, and Google are only some examples of now corporate giants that began with only two people working together to start a business. Unfortunately, many partnerships do not work as well, often because of disputes between the partners. Many of these disputes may be avoided by simply drafting and signing a valid and appropriate partnership agreement at the beginning of operations. An experienced business attorney can help you identify which issues need to be addressed in your particular partnership arrangement.


The law does not require an agreement

Anytime two or more people begin business operations, they automatically have a partnership. Much like a sole proprietorship, a partnership requires no filings with the Secretary of State or other formalities in order to establish the business entity. If you do not have a partnership agreement and a dispute arises, you will have little control over how the dispute is resolved. In cases without an agreement in place, California law will govern the situation and not the wishes of the respective partners, which can be problematic in many cases. For example, California law allows each partner an equal say in the management of the business, as well as an equal share in profits. This would not be fair if one partner contributed substantially more time, effort, or money to the business than the other. Therefore, not only will a partnership agreement help to avoid misunderstandings in the first place, but may also lead to a fairer resolution of any legal issues.


Things to address in a partnership agreement

Once you decide to enact a partnership agreement, you should ensure that all appropriate and necessary provisions are included to fully protect the rights of the partners and avoid future disputes. Some common topics covered include the following:

  • What each partner will contribute
  • How profits, losses, and draws will be allocated
  • Rules for making decisions regarding the business
  • The roles, duties, and authority of each partner
  • How and when new partners can be added
  • What will happen if a partner wants to leave the business or upon the death of a partner
  • How disputes will be resolved

In order to best protect your partnership rights, you always want an agreement that is thoroughly drafted to cover all relevant topics. An experienced business lawyer can evaluate your situation and can draft, negotiate, and review partnership agreements. Please do not hesitate to contact the San Jose office of the Structure Law Group at 408-441-7500 to discuss how we can help you today.

The robust expansion of the Internet and increased accessibility of Internet-enabled devices has provided entrepreneurs and existing businesses an easy and relatively inexpensive way to reach millions of people. One only needs to look the meteoric rise of companies like Amazon and Netflix to see the growth potential of an Internet-based business.  In fact, many types of businesses which once were required to have a bricks-and-mortar presence can now operate solely online, significantly cutting their overhead costs. One only needs to look at the rise of companies like Amazon and Netflix to see the growth potential of an Internet-based business.

Because of this potential, more and more people are choosing to start their own online business selling goods or services to people around the country and even the world. While the Internet has removed many of the barriers of entry that have traditionally kept many people from starting a business, it has also created significant and new legal issues that business owners must consider before building a website and selling their product. It is for this reason that anyone considering starting an online business should discuss their situation with an experienced lawyer. Some of the more important issues related to starting an online business are discussed below.

Type of business entity

The type of business entity you choose for your business can have a significant impact on your personal liability for business debts as well as the amount you will pay in taxes. There are a number of entities to choose from, including partnerships, limited liability companies, or corporations. The one best for your business will depend on a variety of factors, including the type of operation you are running as well as your plans for growth.

Choosing a unique business name

Prior to the Internet, small business owners did not need to be concerned about whether there was another business with the same or a similar name operating halfway across the country.  This is because local or regional businesses were unlikely to be confused with one another and were practically incapable of competing with one another. With the reach that the Internet can provide, choosing a business name that is too similar to another business’s name risks a costly and time-consuming trademark infringement suit.

Compliance with federal and state regulations

Many types of businesses are subject to federal or state regulations. Importantly, while you may be in compliance with the regulations of your state, if you do business with an out of state customer or client, your business may be subject to the regulations of the state in which your customer resides. Consequently, it is important to research the laws in any state in which you may do business to ensure that you are in violation of the applicable regulations.

Contact a San Jose business law lawyer today to discuss the legal issues related to your internet based business

An online presence has become a near-necessity for a business in virtually every industry. In addition, the Internet allows businesses to reach an unprecedented number of potential clients and customers than ever before. While the internet can be an excellent tool for growing a business, it can also expose a company to additional legal liability and regulatory oversight. As a result, anyone who has started doing business online or is planning on implementing an online presence for an existing business should discuss their circumstances with an experienced lawyer. To schedule a consultation with one of our experienced San Jose business lawyers, please call Structure Law Group today at 408-441-7500.

There are pros and cons to including an arbitration clause as part of your contractual agreements. Arbitration is a popular and can be effective forum for settling disputes between individuals, businesses, in real estate contracts and in employment settings under the right circumstances. There are two types or arbitration clauses:  non-binding and binding.


Non-Binding Arbitration

In non-binding arbitration, the arbitrator makes a decision to determine which party is liable and then suggests possible compensation for damages. Neither party is obligated to follow through with these guidelines.

Binding Arbitration

Binding arbitration is the opposite. The decision-maker hands down a ruling of liability and also assigns penalties. An arbitration clause can be binding in most contracts but California allows for the clause to be ignored if all parties agree to the change. Here are the advantages and disadvantages of having an arbitration clause.

3 Pros of Having an Arbitration Clause

  1. Saves Money

Arbitration is usually much cheaper than going to court and may be a viable option to save money. If the dispute continues to litigation, costly fees associated with depositions, uncovering evidence and pre-trial meetings follow.

  1. Speed of Decision

A case in litigation can take many months or years to conclude while having an arbitration clause may resolve the dispute much faster, usually averaging 475 days.  Arbitration has more relaxed rules of pleading and evidence in comparison to litigation rules.

  1. Confidentiality

Arbitrations can be held in private are subject to rules concerning confidentiality, so the parties that especially prize privacy are not exposed to public scrutiny.  Despite the fact that proceedings may be transcribed, arbitrations have no “public record.”

3 Cons of Having an Arbitration Clause

  1. Only One Decision-Maker

While litigation usually leaves the final decision to a panel of jurors, arbitration has only one arbitrator (who can be hand-picked) who passes down a decision of liability. Without an impartial jury vote, your case may be treated unfairly or receive a fraction of the required attention.  There is rarely a right to appeal if a mistake is made.  Further, arbitrators can make decisions on what they perceive to be fair, rather than what the law directs.

  1. Can Become Costly

The process of discovery is becoming more prevalent in arbitration, which not only lengthens the time of arbitration, but also the cost.   Unlike traditional court proceedings, wherein judges are compensated by the state, parties to an arbitration must pay the arbitrators out of their own pockets.  Many arbitrators charge hundreds of dollars per hour.

  1. Possibility of Unnecessary Claims

Arbitration may be taken less seriously than a lawsuit in court so some parties may treat it more like mediation. Necessary or frivolous disputes may not be weeded out through procedural processes normally applicable in court.

Having an arbitration clause can save time and money, but it may also be biased or lack the necessary procedural filters of litigation. An experienced attorney can help you navigate the legal system and determine if this is the right choice for you.

About Structure Law Group, LLP

Structure Law Group is a San Jose based law firm that serves its clients’ business, employment and real estate needs, including but not limited to business formations, debt and equity investments, employment agreements, commercial leasing and purchases, commercial contracts and related litigation.

If you suspect you may be sued due to an incident at your company, or if you’ve been served with a lawsuit, it’s important to act swiftly to protect yourself and by extension any evidence that may be relevant to your lawsuit.

Gathering and saving documentation is an important first step in protecting yourself. In court, there can be severe penalties if you fail to save all evidence that is relevant to your case, documentary or otherwise. Here are 4 things to consider in advance of a lawsuit to help ensure you aren’t accused of withholding information.

Man opening file cabinet

4 Considerations if You Suspect You May Be Sued

  1. Hire Counsel

Hiring an attorney will help protect you and your business. An experienced attorney knows the ins and outs of the legal system and can advise you on how best to prepare if a lawsuit is coming. An attorney may also be able to help you avoid the lawsuit in the first place. Continue Reading

If you’ve just been served with a lawsuit summons, you must work quickly to ensure you don’t compromise any of your rights. There are firm deadlines when it comes to lawsuits and steep penalties for missing them. Here are 5 things to keep in mind once you’ve been served.

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What to do When You’ve Been Sued: 5 Things to Keep in Mind

  1. Don’t Go At It Alone

Consult an experienced attorney who can help guide you through the litigation process. Getting sued is naturally stressful and draining and having a seasoned professional by your side will put you at ease. A lawyer will be able to explain the claims against you and what they mean, and advise you of your options. Continue Reading

Sometimes, avoiding litigation in a legal dispute is the best way to achieve a resolution. Mediation and arbitration may be viable alternatives to reduce the time and money spent litigating. Here are some pros and cons to choosing meditation vs. arbitration when deciding whether or not to opt for avoiding litigation.

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The Pros & Cons of Mediation
1. Control

In mediation, you must sign in agreement of the final decision. This gives you control over your approval of the ruling. You also reserve the right to litigate if the mediation fails, making this a less costly alternative to heading straight to court. Continue Reading