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New Jersey Business Law Questions & Answers
2 Answers | Asked in Family Law, Business Law and Legal Malpractice for New Jersey on
Q: . How can I create a legal binding promissory note?

My friend sold her business to me but it’s still in her name. I can’t change my name because of other reason but Tax responsibility 100% is mine, but I want to have a legal binding document that can create a bond of trust between us. I want to write a kind of promissory note show that if IRS... Read more »

Richard Diamond
Richard Diamond answered on May 5, 2020

The issues presented are as follows:

1. protecting your friend from the IRS in the event of a triggering event for liability,

2. give your friend confidence that she is properly protected from liability AND

3. guarantee that its your business and that if its successful,...
Read more »

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1 Answer | Asked in Business Law for New Jersey on
Q: I want to ask about the "Force Majeure" clause in my lease.

I am a restaurant owner and my restaurant is located in a mall of Jersey City, NJ. There is a huge impact for my business due to the Coronavirus outbreak. Especially, striating 3/12, the mall has a close order by the local governor. Currently, the mall is still close. And we already paid for this... Read more »

H. Scott Aalsberg Esq.
H. Scott Aalsberg Esq. answered on Mar 19, 2020

An Attorney would need to read and review your lease to see if you were able to avoid paying rent or even get a reduction. Generally the clause protects the landlord.

1 Answer | Asked in Business Law and Contracts for New Jersey on
Q: Can I sell myself to be someone’s prom date?
Leonard R. Boyer
Leonard R. Boyer answered on Mar 7, 2020

Are you serious? Maybe you should auction yourself off to the highest bidder, so you can afford a criminal defense attorney? Of course you run the risk that no one will buy you and you have posted an intent to commit a criminal offense on a website frequented by law enforcement.

3 Answers | Asked in Business Law, Business Formation, Intellectual Property and Trademark for New Jersey on
Q: Can a company use a different name than their registered business name in their advertising?

2 companies, same NJ town, similar names (names changed for privacy).

Company #1 - XYZ Electric. They hold both Electricians & Home Improvement Contractors license under the name XYZ Electric. They don't have a registered DBA. Co #1 was in business before co #2.

Company #2... Read more »

Carl G Hawkins
Carl G Hawkins answered on Feb 21, 2020

If company 2 trademark is not registered with state or USPTO then you’re likely out of luck because the marks practically need to be identical. If it is registered then it obviously bodes well for co2. With that being said, there are a lot of grey areas in the law and speaking with an attorney... Read more »

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1 Answer | Asked in Business Law for New Jersey on
Q: what is considered written notice?

Would a flyer put in someone’s door regarding a special meeting of an association being held be considered written notice?

Tim Akpinar
Tim Akpinar answered on Jan 28, 2020

Written notice is a broad concept and there is no universal definition that fits every possible setting. It could be defined by statute in civil procedure rules, or it could be defined by municipal codes when it comes to public entities. With non-public entities, it could be defined in by-laws or... Read more »

2 Answers | Asked in Business Law for New Jersey on
Q: My wife and I ran a small LLC for five years. Slow sales are forcing us to close in Feb. 2020. In the meantime, FedEx i

We ran a business with best intentions but lost lots of money, and I feel it is wrong for others to sue wy wife who is the CEO while we hoped for some Corporation protection from personal assets. Can we ask the court to remove my wife from the lawsuit and deal with the corporation only? What is the... Read more »

Leonard R. Boyer
Leonard R. Boyer answered on Dec 16, 2019

No your wife is a proper party to the lawsuit. Only a properly set up LLC with 3 members or more will protect you from personal liability. Depending on your overall situation you should retain either an experienced civil litigation or bankruptcy attorney. To determine how you should proceed an in... Read more »

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1 Answer | Asked in Business Formation, Business Law, Contracts and Insurance Defense for New Jersey on
Q: Should I have separate insurance policies for my rental LLC’s, or can it be a named insured on my personal policy?
Leonard R. Boyer
Leonard R. Boyer answered on Dec 5, 2019

Each LLC should have at least three members and it's own insurance policy. All LLCs should be owned by a "C" corp. Anything else is not going to protect you from personal liability. You really need to retain an experienced business and contracts attorney.

1 Answer | Asked in Business Law for New Jersey on
Q: I have an S Corp, I signed a software contract and breached contract. I owe them money, Can they sue me personally?
Paul J. Riviere
Paul J. Riviere answered on Oct 29, 2019

Generally speaking a corporation's officers and directors are not personally liable for the obligations of the Company. As always there are exceptions to this general rule so it is definitely a good idea to talk to a good business litigator; you are going to need one to handle the lawsuit.

1 Answer | Asked in Military Law, Contracts and Business Law for New Jersey on
Q: Can I terminate a lease agreement if I am called on military orders (title 32) in the state of NJ?

Can I terminate a lease agreement if I am called on military orders (title 32) in the state of NJ?

Paul J. Riviere
Paul J. Riviere answered on Sep 19, 2019

If you have orders for either a PCS or a deployment longer than 90 days federal law, will let you terminate your lease. If this is the case just let your landlord know as soon as you can.

1 Answer | Asked in Consumer Law, Banking, Business Law and Collections for New Jersey on
Q: Ate payday loans illegal in NJ?

I heard that payday loans are illegal in NJ. I took 600 put and paid four payments of $206 . I also heard that since they are illegal I only have to pay the principal. Is this true,? The rest of my cc and such ate in good standing so I don't want to file for bankruptsy. What can they do to me,,?

Bruce Alexander Minnick
Bruce Alexander Minnick answered on Jul 8, 2019

Think this all the way through: If the payday loan creditor operates its business anywhere in the state of New Jersey there is a really strong possibility that payday loans are NOT illegal in New Jersey. What can they do if you do not repay? They can sue you.

2 Answers | Asked in Business Law for New Jersey on
Q: Is there any legal issues if you set up a 50/50 LLC in NJ and in the first year the K-1 shows unequal capital accounts?

This is a bar and restaurant. There are 2 LLCs. One for the business & liquor license and the other for the real estate.

Paul J. Riviere
Paul J. Riviere answered on Jun 29, 2019

The IRS will value the interests as per the K1. Your final capital account sum is reflection of what that member's taxable gain would be if the interest were sold. Speak to a tax professional, as well as, a lawyer.

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1 Answer | Asked in Business Law for New Jersey on
Q: I recently opened a business with 2 other partners, they are husband and wife. We each own 33% of the company.

We don’t have a partnership agreement. The 2 partners are making decisions without my approval and I don’t trust them. How do I stop them? The business is a franchise and is doing well. They want me out now that it is profitable but this was my business idea and I’m not willing to sell my... Read more »

Paul J. Riviere
Paul J. Riviere answered on May 20, 2019

You have to get counsel and get them to the table to put together an agreement going forward. If they are not acting within their fiduciary duties (duty of loyalty and the duty of care) to you, you may have to go to court to get this accomplished. Spend some money now to avoid spending much more... Read more »

1 Answer | Asked in Business Law, Trademark and Intellectual Property for New Jersey on
Q: Can I add “services” at the end of my business name to eliminate I fringement?

I realized there is a business with a similar name as me. (They had it first). If I amend my business name to add “services” at the end will this suffice? Or is there still room for a cease and desist letter to be sent to me?

Ahaji Kirk Amos
Ahaji Kirk Amos answered on Apr 12, 2019

The standard for infringement is the likelihood of confusion. So, your assumption is correct. There is room.

1 Answer | Asked in Business Law, Civil Litigation and Contracts for New Jersey on
Q: I was tricked into signing a 48 month merchant service agreement and overpriced terminal lease in march 2015.

The name of this company is Lease Financial Group. They lied about the rates. I was charged up to 20% of services. I paid $5000 in 48 month terminal lease for a $300 item. I notice i am not alone. New york attorney general already took this company to court over its corrupt contracts and business... Read more »

H. Scott Aalsberg Esq.
H. Scott Aalsberg Esq. answered on Mar 13, 2019

Hire a good lawyer to see what can be done, your rights are generally contained in the contract you signed.

1 Answer | Asked in Business Law for New Jersey on
Q: Hello. I've spoken to a lawyer already but I'm just trying to make sure I'm making the correct decisions.

My business is behind on tax payments/filing. I currently have an accountant organizing everything for me so that I can get back on track. My lawyer wants to send a DVD to the IRS. My question: Is a disclosure to the IRS necessary if I'm less than a year and a half behind? Would it be a bad... Read more »

Leonard R. Boyer
Leonard R. Boyer answered on Mar 11, 2019

Do you seriously believe if you owed the IRS a Million dollars, that anyone is going to be able to get that debt reduced to just $80,000? Is your attorney admitted to practice before the U.S. Tax Court? What kind of credentials does your attorney have? On what basis does your attorney believe that... Read more »

1 Answer | Asked in Business Formation and Business Law for New Jersey on
Q: I have business since 20 years in India. Now I want to setup a business in USA and apply for L1-A visa as a business own

I have business since 20 years in India. Now I want to setup a business in USA and apply for L1-A visa as a business owner. My friend is living in USA so I will open a partnership ( 50 50 %) firm with him. What type of business type, we need to register to start a business in New Jersey state?... Read more »

H. Scott Aalsberg Esq.
H. Scott Aalsberg Esq. answered on Mar 8, 2019

Good question, but if your looking to get an l1 you will need to do a lot more than just open a company in the US. First visit the US maybe on a tourist visa and while here setup an in office consultation and speak to an immigration lawyer who also knows business formation law.

1 Answer | Asked in Business Law and Internet Law for New Jersey on
Q: What options do i have if a friend locks me out of an Instagram account

I am 20 yrs old and began business with a friend (no corp, llc or agreement). I developed a following and good feed-back rating through Instagram (the sales and feedback are 95% mine all good). I rented space at trade shows, invested in a professional to create a online website purchased and gave... Read more »

Leonard R. Boyer
Leonard R. Boyer answered on Jan 6, 2019

A letter from an experienced litigation attorney should be sufficient to rectify this problem.

1 Answer | Asked in Business Law, Contracts, Collections and Small Claims for New Jersey on
Q: Small claims matter of $5000 owed by multiple people.Have texts showing they agreed to pay me back.Worth going to court?

I loaned multiple people money this past year. The money was loaned to people who were at the time long-term friends who agreed to pay me back ASAP. All of these people live in NJ and I have personal information (Addresses, etc) for all of them. I have texts showing them asking me for money and... Read more »

Leonard R. Boyer
Leonard R. Boyer answered on Dec 26, 2018

You should go to Court, but an attorney is not going to be willing to handle your cases, since it would not be cost effective. If you are really in such bad financial shape, why would you ever loan money to anyone?

3 Answers | Asked in Business Law for New Jersey on
Q: Business started in England, but now expanding - how do we set it up in New Jersey?
Paul J. Riviere
Paul J. Riviere answered on Dec 14, 2018

Simple answer is that you are required to register your foreign company with the state of New Jersey if your business is transacting business here in New Jersey. Speak to an attorney to get the details specific to your needs.

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1 Answer | Asked in Business Law and Contracts for New Jersey on
Q: Can we write in changes to a contract on the original document?
H. Scott Aalsberg Esq.
H. Scott Aalsberg Esq. answered on Nov 30, 2018

Maybe it depends on how extensive the changes are and they must be signed by both parties, not as easy as it may seem

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