Entries tagged: corporate

Employer’s Guide to Avoiding Sexual Harassment in the Workplace

By: Christine Malafi, Esq.

Posted: December 12th, 2017

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Given the recent headlines, all employers should be reminded that they have a legal duty to maintain a workplace that is free from sexual harassment. Sexual harassment suits are prosecuted under the same federal and state laws that are used to sue employers for racial discrimination and harassment, so it is critical that every employer […]

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“That’s Not My Problem!” Or Is It? Successor Liability in New York Asset Purchases

By: Don Rassiger, Esq.

Posted: October 27th, 2017

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Congratulations…you just bought a business. But, what else did you “buy”? Many M&A deals are structured as asset purchase transactions so that the buyer can acquire only those things that make money and leave the liabilities and obligations that cost money behind for the seller to resolve after the closing.  But, that’s not always what […]

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Amendments to Not-For-Profit Corporation Law Effective May 27th

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Posted: May 25th, 2017

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Important new amendments (“Amendments”) to the New York Not-For-Profit Corporation Law will go into effect on May 27, 2017.  The Amendments aim to mend inconsistencies in the law since the Nonprofit Revitalization Act, which went into effect in 2013.  New York Not-For-Profit Corporations should review their bylaws and conflict of interest policies to make sure […]

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Roadmap to a Valuable Teaming Agreement, Part 2

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Posted: March 29th, 2017

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The focus of this article is the enforce-ability of Teaming Agreements. To recap, teaming arrangements (memorialized in a Teaming Agreement) are organized so that one company is the prime contractor and one or more other companies are subcontractors.  The prime contractor generally interfaces with the government.  The prime contractor agrees that if awarded the government […]

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Roadmap to a Valuable Teaming Agreement

Posted: December 20th, 2016

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Recently, a client inquired about forming a joint venture with another company to bid on government solicitations.  While joint ventures are one vehicle, there is another option that is often less expensive and less risky: a teaming arrangement, which is memorialized in a Teaming Agreement. Generally, teaming arrangements are organized so that one company is […]

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Rules Governing Collection of Personally Identifiable Information within the EU Set to Change

Posted: August 23rd, 2016

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Companies that collect personally identifiable information from individuals within the European Union  should be aware of the new General Data Protection Regulations (“GDPR”) approved by the European Parliament earlier this year and effective mid-2018.  The GDPR will replace the current Directive 95/46/EC (“Directive”).  Although implementation is two years away, compliance with the GDPR is onerous. […]

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Can an E-mail Exchange Create a Binding Contract?

By: Patrick McCormick, Esq.

Posted: November 20th, 2015

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    Can an e-mail exchange create a binding contract? The short answer is yes! With the proliferation of electronic communications, it is not surprising that courts are increasingly called upon to address claims alleging the creation of a binding contract based upon an exchange of e-mails. The Appellate Division, Second Department recently held that […]

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Shifting Credit Card Transaction Liability – The Potential Impact on Your Business

By: Vincent Costa, Esq.

Posted: August 26th, 2015

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Beginning October 1, 2015, a shift in credit card security and in-store fraud liability could place unwary merchants and business owners at risk. EMV, which stands for Europay, MasterCard, and Visa, is a relatively new form of credit card (in the United States) that utilizes computer chip technology intended to help prevent transactional data breaches […]

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Business Interruption Insurance: Protection Against Suspension of Business

By: Christine Malafi, Esq.

Posted: April 20th, 2015

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Business interruption insurance is designed to protect your business if your business premises is physically damaged and there is a suspension or halt of business activity at that location. It is not typically a “free-standing” insurance policy—rather, it is an additional coverage that can be added to a property damage insurance policy (i.e., fire policy) […]

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Delaware Chancery Court Determines it has Broad Discretion to Retroactively Ratify Defective Corporate Acts

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Posted: March 18th, 2015

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On January 30, 2015, the Delaware Chancery Court decided its first case involving Delaware General Corporate Law (DGCL) Sections 204 & 205 (In re Numoda Corp. S’holders Litig., C.A. No. 9163–VCN, 2015 WL 402265 (Del. Ch. Jan. 30, 2015)) (“Nomuda“).  DGCL Sections 204 and 205 permit a corporation or the Court of Chancery to ratify defective […]

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