Category: Business / Employment

Exceptions to At-Will Employment

Pennsylvania, like many states, is an at-will employment state, meaning that both the employer and the employee may terminate the employment relationship for any reason and at any time without advance notice.  Generally speaking, an employer does not have to have a reason to terminate… Continue reading

Contract Weasel Words

What would legal documents be without weasel words?  Written contracts are full of them, and they often serve a salutary purpose.  Here are a few samples:          “Substantial”:  This word often appears in the performance section of a contract.  From a legal standpoint, contracts usually… Continue reading

Addendum or Amendment?

Sooner or later, written contracts may get modified, updated or revised due to changes in the business terms or changes in the circumstances.  Rather than re-write the whole contract we sometimes draft an additional document that becomes part of the contract.  Sometimes we call it… Continue reading

Contract Assignments

If a party enters into a contract, can the other party to the contract assign the contract to a third party to perform?  In the absence of an express prohibition in the contract the answer is usually yes.  For example, suppose you agree to sell… Continue reading

Buy/Sell Agreements in Closely Held Businesses

Buy/Sell Agreements are agreements between owners of a business that determine how and when owners may sell or be bought out of a business entity. In the case of partnership or a limited liability company, buy/sell provisions are typically embedded into, respectively, the partnership agreement… Continue reading

Buying or Selling a Business

With the stronger economy we are seeing an uptick in the sale and purchase of small and medium sized businesses. Banks are lending once again, interest rates remain reasonable, and potential buyers are more optimistic about the future of the economy. In the aftermath of… Continue reading

Year End Tax Planning for Small Business

If you own a small business, you still have some time to make some tax planning moves before the end of 2018. Recent tax changes potentially allow greater depreciation deductions for property purchased and placed in service before the end of the year. In addition,… Continue reading

Pennsylvania General Assembly Takes a Hard Look at Non-Competes

Generally, Pennsylvania Courts will respect a non-compete covenant between an employer and an employee if: (1) it is incidental to a contract for employment, (2) it is supported by adequate consideration and (3) the scope of the covenant must be reasonably limited in time and… Continue reading

Protecting A Business Entity’s Limited Liability

The most common and compelling reason to form a corporation to operate a business is to provide limited liability. If done properly, the debts and the liabilities of the business attach only to the business and the business’s assets. With certain exceptions (such as wage… Continue reading

Steps to Insure Against Vendor/Supplier Failures

For a small business, vendor defaults and failures can be as serious as customer defaults and failures. As in managing customer relations, there are also a number of steps that can be taken to prevent your vendors’ financial problems (or indifference) from becoming your problem.… Continue reading