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SMALL BUSINESS

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Business Formation
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Limited Liability Companies

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A limited liability company provides you with the same protection from individual liability as a corporation, but you are taxed at your

individual rate.  There are fewer formalities to follow than with a corporation.  We will work with you to prepare your Articles of Organization and operating agreement.

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Corporations

 

There are close corporations, S Corporations, and C Corporations. Tony DiPaula and Carolyn Evans can work with you to determine which corporate structure is best for your business, and then prepare your corporate documents based on your business needs.

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Partnerships

 

There are general partnerships and limited partnerships.  In certain situations, these can be more advantageous than limited liabilities or corporations.

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Business Sales and Purchases

 

Buying or Selling a business is a complicated transaction.  We assist with all aspects of your purchase or sale, from letter of intent to closing, including:

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  • Letter of Intent – spelling out the essential terms

  • Contract of Sale – drafting and negotiating

  • Due Diligence

  • Seller Financing, including Promissory Notes, Deeds of Trust, Security Agreements, Financing Statements, and Personal Guarantees

  •  Reviewing Lender Documents, including SBA Loans

  • Assignments of Stock or Membership Interest

  • Lease Review and Negotiation

  • Buy/Sell Agreements

  • Noncompetition Agreements

  • Bill of Sale

  • Liquor board license transfers

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Contracts

 

Once your business is operating, it is important to have a written contract that will protect you.  We will work with you to make sure that your contract clearly lays out the parties’ expectations, the payment terms, and default provisions.

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Trademarks

 

Businesses today have a presence on the internet with a website and/or social media.  If you do not protect your business name with a federal trademark, you can invest much time and money on branding only to receive a cease and desist letter because the name is trademarked by someone else.  DiPaula Law assists you through the trademark process, from name search with the USTPO through registration.

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