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Fotolia_92329578_Subscription_Monthly_M-300x213Despite the fact that everyone is entitled to their day in the court, the reality is that most cases do not make it to trial.  Many clients will approach their lawyers with the hope that they will be able to quickly get in front of a judge and explain their story—a vision of American justice that is reinforced in popular media and Court TV.  However, the reality is that it takes a long time to get to the point when a party can tell its story directly to a Judge.  In most situations, the cases take earlier exit ramps, such as informal out-of-court settlement, non-binding mediation, binding arbitration, or a ruling by the Court before trial.  If a case does make it to trial, the parties often settle on its eve.  Often, the cheapest and most efficient way for a dispute to get resolved is for attorneys to work on an out-of-court settlement.  This can occur at any point either before or after a lawsuit has been filed.  Under this track, attorneys informally negotiate a resolution.  If the parties agree to it, the attorneys will memorialize the resolution in a settlement agreement.  This is often the quickest way to resolve a case, as it does not require any third-party intervention—it only requires parties who are willing to work together to settle their differences and capable counsel to guide the parties through the process.

In addition to out-of-court settlements, cases often get resolved with the help of a third-party neutral.  The decision of this third-party may be binding depending on the posture of each case.  For instance, cases often go to non-binding mediation before they move on to trial.  Indeed, more and more courts are requiring this step before allowing the case to move to trial.  With a non-binding mediation, the parties all present their cases to a neutral, who tries to facilitate a settlement agreement.  In short, non-binding mediation is like the informal out-of-court settlement discussed in the previous paragraph, with the addition of a third-party neutral who helps ease things along. Sometimes, cases may end up in front of a third-party neutral who has the authority to make a binding decision.  For instance, if the parties previously signed an agreement for binding arbitration, the case may end up in front of a private judge whose decision is final.  In other instances, the parties decide to submit their case to binding arbitration at the time of the lawsuit for a variety of reasons, such as cost and efficiency. If the case does actually end up in court, it is still unlikely to reach trial.  The purpose of trial is to get to the truth of what actually happened in a conflict, so if there is no dispute about what actually happened, a judge might rule on the case early based on a dispositive motion like a summary judgment motion.  With a summary judgment motion, the moving party argues that there is no dispute of fact in the case, so the judge has no finding of fact to make in a trial and can proceed to a ruling earlier. If a party brings a summary judgment motion, it has the burden of providing evidence that there is not any dispute of fact in the case.  This evidence may come in a variety of forms, including affidavits, declarations, and discovery responses.  If a judge is persuaded, it may decide to rule on the case right there. As you can see, getting to trial is an involved and lengthy process with the potential for a lot of different early exit ramps.  If a case does make it all the way through the end of trial, it may take a long while to do so.  For instance, a timeline of one year would be a relatively quick timeline in most cases, and it is not uncommon for cases to take several years to make it from beginning to end.

Contact the Experienced California Business Litigation Attorneys at Structure Law Group

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Due-Diligence-300x200There are many reasons why thorough due diligence is indispensable to a successful corporate acquisition. Perhaps most importantly, it is a critical step in ensuring that they buyer has a comprehensive picture of what is being acquired. Both legal and financial interests are placed at risk in any business transaction. If thorough due diligence is not performed, a corporation can incur legal liability to its shareholders for losses sustained in the negligent acquisition. It can also lose significant assets, or waste valuable time and money on litigating the failed transaction. An experienced mergers and acquisitions attorney can protect your business by ensuring that all aspects of your due diligence investigation are conducted accurately, thoroughly, and with a broad-reaching projection for all potential contingencies. While it is not a legal requirement for the due diligence process, hiring an experienced Mountain View mergers and acquisitions attorney it is the best way to ensure that your investigations are thoroughly completed and can also protect a corporation from shareholder claims that its due diligence was incomplete or inadequate.

Due Diligence: The Basics

In general, due diligence is the process by which a buyer or seller performs a comprehensive appraisal of a business asset before executing a sales transaction. On the buyer’s end, this thorough investigation will examine the assets and liabilities of the assets to be purchased, as well as forming a picture of their commercial potential. For the seller, a due diligence investigation will focus on the buyer itself. It is vital for the seller to know whether the buyer has the financial means to consummate the deal. If the transaction will give the buyer any rights to management or control of the seller’s business, it is also important for the seller to learn about those processes, and how the seller’s business operations might be affected by the buyer’s exercise of those rights.

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Non-Compete-1-300x200In the innovative and competitive culture of the California job market, intellectual property rights are valuable and fiercely guarded. Many employers favor agreements which prohibit their employees from disclosing trade secrets or working for their competitors. Unfortunately, many of these agreements are wholly unenforceable by a California court of law. With the legal advice of an experienced California intellectual property attorney, business owners can access the appropriate tools to protect their legal interests.

The Trouble With Non-Compete Agreements

As a general rule, California law does not allow for enforcement of non compete agreements (NCAs) against an employee after he or she leaves the company. This position espouses a larger public policy which favors an employee’s right to choose to change employers. Many employers believe they can get around the rule prohibiting NCAs with careful wording or crafty legal argument. California courts have almost always seen through these creative tactics, and uniformly refused to enforce them against employees. The Huffington Post reports on just some of the many arguments which have not persuaded California courts:

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Contract-Signing-300x199Contractual disputes can be a costly problem for California business owners. When disagreements arise over each party’s rights and responsibilities under the written agreement, a skilled California business litigation attorney can help negotiate the dispute in order to avoid costly litigation.

What is an “As Is” Contract?

An “as is” contract provides that a particular produce is being sold in its present condition. The seller makes no promises or guarantees with regard to the product’s performance, and the buyer agrees that he or she will accept the product without such promises. “As is” contracts have a common problem known as mutual mistake. Because neither party inspects nor warrants the condition of the product, the product can sometimes turn out to be significantly more (or less) valuable than either party anticipated.

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Budget-Planning-300x200Starting a new business can be an overwhelming proposition for any Silicon Valley startup business. An experienced business startup attorney can help you build a profitable business from the ground up by finding appropriate financing, effectively forecasting your business expenses and helping you budget effectively.

Finding the Right Financing

The first step to an effective financial plan is putting in place the right startup capital for your particular business. Venture capital is among the most popular financing options for Silicon Valley startups, but it is not right for every business. VC deals often contain onerous terms for profitability, repayment, or reinvestment. Not every business can meet these demands. Accessing venture capital also brings in more stakeholders who have a greater say in the operation of your business. This is the very situation that many startup business owners are looking to avoid.

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For many Silicon Valley companies, incentive stock options are an important investment strategy for maintaining long-term relationships with employees. It is important to find the investment strategy which is right for your business. The experienced Silicon Valley corporate attorneys at Structure Law Group will help your business identify its employment and investment needs, and access the tools which most efficiently meet these needs.

What Are Your Goals?

The first step in implementing incentive stock options is to consider the specific goals you wish to meet by use of such options. Do you hope to retain employees who might be considering employment elsewhere? Are there specific sales or design goals you need to meet? By identifying the specific problem, employers can determine whether incentive stock options are the appropriate tool to meet their goals.

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Employment law is a constantly changing landscape of regulations promulgated on a national state, and even local level. Wages, gender discrimination, hours, working conditions, safety precautions, and many other aspects of the employee-employer relationship are regulated by federal, state and local employment laws. A San Jose employment law attorney can help protect employers’ rights while also helping to ensure compliance with employment laws and regulations.  Following are California laws which have been recently updated to provide employees with more legal protections.

Situations in Which Employees Have the Legal Right to Take Time off Work

Sections 230 and 230.1 of the California Labor Code provide specific rights to workers who have been the victim of domestic violence, sexual assault, or stalking. In general, these laws protect an employee’s right to take time off work to attend to matters related to the crime they have suffered. These matters include: obtaining a restraining order or other legal protection, seeking medical attention, obtaining services from domestic violence shelters or rape crisis centers, participating in psychological counseling, and creating a safety plan to prevent the recurrence of the crime. Employers are prohibited from terminating, discriminating, or retaliating against an employee who exercises these rights.

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California is one of the most innovative and creative job markets in the world. Every year, advances in a wide variety of industries reach consumers as a direct result of work done by California employees. Fashion, entertainment, technology – these are just a few of the many industries which develop cutting-edge consumer goods in California. Employers can protect their valuable intellectual property in this creative and fast-paced market by making sure to have their employees sign a non-disclosure agreement. With strategic employment agreements, such as non-disclosure agreements, employers can create legally enforceable protections for their products, designs, developments, and other intellectual property.

What is Intellectual Property?

Intellectual property is a broad term which applies to creations of the mind. It can apply to artistic works, such a manuscripts or songs. It can apply to branding, such as logos, colors, and package designs. It can also apply to designs for inventions and consumer goods. All of these types of intellectual property have value, which is owned by an employer who hired a worker to create them. In some cases, this intellectual property can be a highly valuable asset. Employers should seek out an experienced California Employment Attorney to help ensure they have the correct strategic employment agreements to take precautions to protect their intellectual property.

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Hedge funds are defined as a limited partnership of investors that use high risk methods to realize large capital gains. Without an applicable exemption, the hedge fund must register with the Securities and Exchange Commission and meet complex, ongoing filing and disclosure requirements. However, depending on investor qualifications, the hedge fund can avoid being defined as an investment company if its participants are either accredited investors or qualified purchasers. Thus. hedge fund managers should consult with an experienced California corporate attorney in order to ensure that their hedge fund practices are in compliance with existing law and regulatory mandates.

The Difference Between an Accredited Investor and a Qualified Purchaser

An accredited investor is an individual who satisfies SEC requirements for income, net worth, asset size, government status, and/or professional experience. In other words, an accredited investor is financially savvy, and because of this , he or she has less need for the protections offered by mandatory regulatory disclosures. Thus, an investment advisor or group working with an accredited investor can be exempt from certain mandatory disclosures. A qualified purchaser is similar to an accredited investor, but requires a higher net worth requirement as defined by the United States Code.

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Fotolia_136329992_Subscription_Monthly_M-300x200The sale of a business can be far more complicated than simply signing contracts and transferring assets from one side to the other. Tax and civil liability can be incurred in a traditional sale, anonymity may be required for a host of reasons, and in hostile takeovers, the buyer will need to bypass the seller’s Board of Directors altogether and go directly to the shareholders in order to have the sale approved. Establishing a shell corporation or holding company are two examples of ways to accomplish such goals in a business transaction. A Silicon Valley corporate lawyer can help your business identify its goals and determine which tools best meet its needs in any sales transaction.

What is a Shell Corporation?

As a general matter, a shell corporation can be thought of as a tool for business transactions. As described above, shell corporation can be used to achieve specific goals in connection with business transactions, such as maintaining anonymity, reducing tax liability, or obtaining financing. For example, many startup companies utilize shell corporations in order to store funds during early stages of financing.

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