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Indemnification Fee Advancement
No one (not even us legal corporate types) would ever suggest that bylaws are interesting. But recent Third Circuit and Delaware Court of Chancery decisions have highlighted the complexity of issues...
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Entity Transactions Act: New Rules, Forms and Vocabulary for Pennsylvania M&A...
On July 1, 2015, the Pennsylvania Association Transactions Act (also known as the Entity Transactions Act) (the “Act”) went into effect. The primary purpose of the Act is to simplify the architecture...
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Scam Alert for Pennsylvania Business Owners
Scammers targeting Pennsylvania businesses have been hard at work this summer. The Pennsylvania Department of State reports that three separate direct mail campaigns have sought to get unsuspecting...
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CROWDFUNDING OR CROWDFOOLERY?
Part 1 of 3 Part Series: General Rules After years of hand-wringing and speculation by entrepreneurs, re-occurring angels, venture capital firms, registered brokers and lawyer types involved with...
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A New Challenge to "At-Will" Employment for Health Care Workers
In Roman v. McGuire Memorial, the Pennsylvania Superior Court announced a new basis for challenging terminations of at-will employees. While Pennsylvania law has always recognized a “public policy”...
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No Magic Words Will Fix this Restrictive Covenant
In Socko v. Mid-Atlantic Systems of CPA, Inc., the Pennsylvania Supreme Court held that the Uniform Written Obligations Act (“UWOA”) could not render a restrictive covenant not supported by adequate...
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Crowdfunding Part II - Required Use of Intermediary; Mandatory Disclosure
The crowdfunding offering must be conducted through a registered broker-dealer or a funding portal with a “platform”. A “platform” is defined as “a program or application accessible via the Internet or...
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Crowdfunding Series - Part III - Advertising Rules
The issuer is permitted to communicate with potential crowdfunding investors if the communications occur through the platform but, in spite of the use of the platform or a website link, the final rules...
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If you Sell or Advertise Online, You Need to Know about TCCWNA: New Jersey’s...
To limit warranties or disclaim liability for products sold in online commerce or advertised online, most businesses create a Terms and Conditions or a Rules of Use page on their business website. A...
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Pennsylvania Sales Tax Now Applies to Support, Maintenance and Updates of...
The Pennsylvania legislature recently enacted changes to the state sales tax code that affect computer software providers and their customers. These changes went into effect on August 1, 2016.Under the...
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Commercial General Liability Coverage – what are you buying?
Admittedly, insurance is an important part of any business plan. Protecting against a catastrophic loss occasioned from outside factors renders the premium cost a reasonable and justifiable expense....
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DIY YOUR REAL ESTATE PURCHASE?
Reprinted by permission of the Lower Bucks Chamber of Commerce, Outlook Magazine, January 2017.Lawyers are expensive. Most bill for their services by the hour, and there is no question, that can really...
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Anti-forced Labor Initiatives and Benchmarking a Supply Chain Compliance Program
OrAvoiding Bad Press, Brand Impairment and Costly Litigation Reprinted with permission from the February 28th edition of the The Legal Intelligencer © 2017 ALM Media Properties, LLC. All rights...
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Legislative Updates Owners of PA LLC’s & Partnerships Need to Know – Part 1
The Pennsylvania General Assembly, with significant input from the Pennsylvania Bar Association’s Business Law Section, recently passed Act 170, which overhauls the statutes governing partnerships and...
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Legislative Updates Owners of PA LLC’s & Partnerships Need to Know – Part 2
Earlier this year, amendments to Pennsylvania’s statutes governing partnerships and limited liability companies (often referred to as unincorporated entities or alternative entities) went into effect....
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Shareholders’ Agreements: A Vaccination Against Corporate Paralysis
In the many years I have been working as outside counsel to closely held businesses, one of the frequent pitfalls leading to costly litigation and operational conflicts is the failure of shareholders...
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The Thief and the Nonprofit; What’s a Board To Do?
According to the National Center for Charitable Statistics (NCCS), more than 1.5 million nonprofit organizations are registered in the U.S. We are proud to represent many such nonprofit organizations...
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Tattletale: Supply-Chain Investigations and the Attorney-Client Privilege
Goods Tainted by Forced Labor Reprinted with permission from Business Law Today April 2018. The global fight against child labor and forced labor has been led for decades by the International Labor...
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Attention Importers & Retailers: Move Quickly to Remove Turkmen Cotton from...
Retailers, Importers and brands need to immediately be sure there is no cotton from Turkmenistan in their supply chains. The U.S. Customs and Border Protection (CBP) has finally announced it will turn...
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Commercial General Liability Coverage – what are you buying?
Admittedly, insurance is an important part of any business plan. Protecting against a catastrophic loss occasioned from outside factors renders the premium cost a reasonable and justifiable expense....
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