Covers legal issues at the intersection of commerce and regulation, including business formation and governance, contracts, employment matters, compliance, licensing, intellectual property, and dispute resolution. Find practical guidance for startups and established companies on managing risk, meeting legal obligations, and handling transactions and litigation.
A well-drafted Florida earn-out clause should define (at minimum) the metric, measurement period, reporting/audit rights, and dispute resolution process to reduce litigation risk. In Florida asset purchase agreements, most post-closing conflicts arise from ambiguous financial definitions, control of operations, and missing enforcement mechanics. This article explains how to structure an earn-out in Florida, with drafting […]
Texas non-competes remain enforceable in 2026, but only if they satisfy Tex. Bus. & Com. Code § 15.50’s “ancillary to” and “reasonable” requirements. The FTC’s attempted nationwide non-compete ban has not displaced Texas statutes, yet it has changed how courts, employers, and employees scrutinize restrictive covenants. This update explains how to draft (and revise) enforceable […]
A Delaware Series LLC can isolate liabilities only if you satisfy Delaware’s statutory notice requirements and maintain separate records for each series. In 2026, the biggest risk is treating series like “sub-accounts” instead of legally distinct cells. This article explains a practical, step-by-step structure—formation, governing documents, operations, contracting, and compliance—to help each series stay protected […]
Delaware charges a flat $300 annual franchise tax for most LLCs, but multi-entity structures can multiply that cost if you form unnecessary Delaware LLCs. Attorneys setting up a Delaware holding company for real estate investors must balance asset segregation, multi-state qualification, and tax/admin efficiency. This article explains holding-company structures, when Delaware franchise tax stacks, and […]
In California, LLC member deadlock is one of the most common triggers for dissolution petitions and forced buyout fights. The state’s Revised Uniform Limited Liability Company Act (RULLCA) makes the operating agreement the primary tool to prevent those outcomes. This article explains how to draft California LLC operating agreement provisions that reduce deadlock risk and […]
Florida non-competes remain enforceable under Fla. Stat. § 542.335, but the FTC’s 2024 final rule would ban most new non-competes nationwide if it takes effect after ongoing litigation. Florida employers and executives still need agreements that satisfy Florida’s “legitimate business interest” and reasonableness requirements. This article explains how to draft an enforceable Florida non-compete now, […]
The AI Non-Sentience Act states that AI systems are not sentient and have 0 legal rights or personhood. This clarification keeps legal responsibility with the humans and companies that develop, deploy, and rely on AI in products, services, and decisions. This article explains the practical business impacts on liability, contracts, compliance, and risk management. Understanding […]
