A Choice of Law clause (also referred to as The Governing Law clause) is a provision in a contract that specifies which laws will govern in the event of a dispute between the contracting parties. A Choice of Law clause allows the parties to pick the laws of jurisdiction that will govern the interpretation and enforcement of the terms of the contract. The jurisdiction chosen for a Choice of Law clause does not need to...

Whether you are drafting a contract or reviewing one before signing it, it is important to understand the significance of a Forum Selection Clause. Although you may never need to use it, in the event of a dispute a Forum Selection Clause may become critical. A forum selection clause is a provision in a contract in which the parties agree that any litigation resulting from that contract will be initiated in a specific forum. In other words, it...

Consumer review based websites like Yelp have grown in popularity and power. Consumer voices are often trusted, and a bad online review can have costly consequences. However, online anonymity has led to abuse, and if someone has posted an online review about your business that is false there may be legal recourse for your injuries. Defamation is an action brought to defend reputation. It involves intentional publication of false, defamatory, and unprivileged information that has...

Many contracts between businesses contain arbitration provisions, where the parties agree that if a dispute should arise, it will be resolved through arbitration. Sometimes when disputes arise, one party will not want to go before an arbitrator or will disagree that the type of conflict is one bound by the arbitration provision. Whatever the reason may be, there are laws that guide whether the contract provision should be followed and enforced. Whether There Should be Any Arbitration If...

Both experienced and inexperienced contract drafters can make costly mistakes while creating contracts. Glossing over the contract formation stage is unwise. Painstaking care should be taken to make sure that all the details of an agreement are spelled out. To help guide you with your next contract, below are five of the most common mistakes to avoid. Inadequately Describing the Parties’ Duties and Responsibilities A well written agreement should carefully set out the duties and...

Acquiring Real Property Buying commercial real estate can be a complicated process, but it does not have to be. Thorough research and hiring qualified professionals can help streamline an otherwise difficult transaction and protect against potential liability and hidden problems. Although there is always some level of risk associated with purchasing property, many common pitfalls can be avoided by considering the items listed below. Location, Location, Location For as much emphasis as we put on where we...

Previously on our blog, we discussed the California statute that protects consumers and business competitors from unfair business practices. In today’s entry, we will further parse out what exactly constitutes an “unfair business practice.” As mentioned before, section 17200 of the California Business and Professions Code states that “unfair competition” includes any unlawful, unfair or fraudulent business act or practice. The key to knowing whether you have a case under the statute is understanding what type of activity...

California law protects both consumers and business from unfair and illegal business practices.  Unfair and illegal business practices are major concerns of business competitors, especially with increased competition, and cost reduction measures. California Law Preventing Unfair Business Practices Section 17200 of the California Business and Professions Code states that “unfair competition” includes any unlawful, unfair or fraudulent business act or practice and unfair, deceptive, untrue or misleading advertising and any other act prohibited by the Business and Professions Code. This is...

Employees and new businesses often must decide whether and how to handle non-compete agreements. If you are wondering whether a “non-compete” clause in an employment contract is enforceable, remember that you must consider both California statutes and case law on the subject. What is a Non-compete Clause? A non-compete clause, also referred to as a covenant not to compete, is a term in a contract in which one party agrees not to enter into or start...

Countless business people go into a business partnership, whether in the form of a true partnership, a joint venture, limited liability company, or corporation with the best intentions, only to find themselves in a legal dispute. Clashes amongst partners, members, joint venturers, and/or shareholders are extremely common, and occur in every type of business and industry. As in divorce, financial issues predominate over other causes of insider disputes and dissatisfaction.  Also like divorce, business partners...