New York Business Legal Questions

There is almost no way to guarantee payment, but a security interest in all of the business sold including the stock would provide better assurance of payment and a possible remedy and relief for  non-payment.This is not intended to be legal advice, and is general in nature. No attorney client relationship exists or is formed by this information. Furthermore, this does not represent the views or opinions of LexisNexis or its affiliated companies. ... Read More

I am not aware of any legal rules that would bar a competing pharmacy from opening up next door unless it violated lease provisions or someone affiliated with the pharmacy that was sold was violating a provision of that agreement. Also, did the new pharmacy go through and comply with any and all local site plan requirements? It might be worth checking that out. This is not intended to be legal advice, and is general in nature. No attorney-client relationship exists or is formed by this information.Furthermore, this does not represent the views or opinions of LexisNexis or its affiliated companies.... Read More

That is generally unnecessary unless a particular transfer agent requires it.This is not intended to be legal advice, and is general in  its nature. No attorney-client relationship exists or is formed by this information. Furthermore, this does not represent the views or opinions of LexisNexis or its affiliated companies.... Read More

The answer to your question will be very fact specific. You need to have a meeting with the attorney to express your concerns. If the lawyer represents the business but agrees never to represent one shareholder against another, one director against another, then probably no conflict exists. If you remain in doubt, you will need to have a NY lawyer review the factual background, the retainer agreement, and other corporate documents to give you a more definitive response. ... Read More

Although you may not be directly liable, there a various ways creditors or stockholders could seek to recover payments to you by the corporation if they were improper in any way. I would also check to see whether or not you guaranteed the line of credit. This is not intended to be legal advice, and is general in nature. No attorney-client relationship exists or is formed by  this information. furthermore, this does not represent the views or opinions of LexisNexis or its affiliated companies.... Read More

It should not be possible for your judgment creditor to freeze the company's bank account. The judgment creditor could try to levy on sums the corporation owes to you and prevent you from being paid. If this has happened, you need to contact a litigator to contest the action. This is not intended to be legal advice, and is general in nature. No attorney- client relationship exists or is formed by this information. Furthermore, this does not represent the views or opinions of Lexis-Nexis or its affiliated companies.    ... Read More

In the absence of an agreement to the contrary, personal-service contracts that do not contain an express duration term and terminable at will. That means that you may rid yourself of the offending individual by terminating him, just as you would with an unsatisfactory employee. If you are concerned about the individuals behavior post-termination, you can enter into a new agreement to pay him some amount of money (that you can afford and that will be important enough to him) in return for his continuing silence.... Read More

A lot of questions there. If you are no longer an officer of the corporation, you cannot engage in banking activities on its behalf. As a general matter, a stockholder of a New York corporation has the right to inspect the corporation's books and records but not to insist on copies within five days. The fact that he previously had access to the documents but failed to copy them is completely irrelevant.... Read More

If you feel you have been cheated out of revenues that are rightfully yours, you can bring legal proceedings against the advertisers to recover the amounts rightfully due you. If your claims are similar to those of other web site hosts, you can consider whether it will be possible to assert your claims as a class action and whether it may be desirable to do so. In any case, you will want to arrange for a consultation with an attorney who practices civil litigation. Good luck with your claims.... Read More

No law prohibits employees of the same employer from having a consensual relationship. More over, unless one of the employees has supervisory or similar responsibility for the other one (regardless of being "higher up"), there is only the remotest chance the the employer has an issue with the arrangement. As a mere non-supervisory fellow employee, you have no duty.... Read More

Anyone can sue anyone for anything. Before even considering suing, you should very carefully review your user agreement with PayPal and determine whether PayPal acted permissibly within the terms of that agreement. Since your relationship is purely a contractual one, those terms will determine the outcome of any issues of liability. You should also review the contract to determine whether PayPal's liability is limited. If, after reviewing these matters, you conclude -- as I think you will -- that litigation is futile, perhaps you will consider an alternative means of resolving the issue and possibly transferring your business to another funds-transfer system.... Read More

Business and product names cannot be protected under the law of copyright. Such names are covered by the law of trademark. As a general matter, assuming another person (the "senior user") owns a trademark in his business or product name, you (the "junior user") cannot adopt the same or a colorably similar name if the result will be that an appreciable number of ordinary consumers will be confused into believing, incorrectly, that the junior user's products are authorized, sponsored by or originate with the senior user. Whether or not such confusion will occur is an intensely fact-based determination. Accordingly, you will need to confer with an attorney to determine the appropriateness of your proposed mark. If the senior user's mark is "strong" or "famous," it will generally be inadvisable to adopt a junior mark that is close to it. Your attorney can properly advise you regarding this matter.... Read More

Your facts are not particularly clear. If the old partner is going to continue the business in which you are a partner and from which you wish to exit -- which I assume to be the case -- then you can sell your partnership interest to him (or simply give it to him) and have him undertake in writing to indemnify you against any debts or claims relating to the old business. Your attorney can assist you in accomplishing this.... Read More