Utah Business Legal Questions

If a judgement has been entered against YOU (which would mean that you are not being sued, but have already lost the suit), then your assets, including any interest in any other business, can be used to satisfy the judgment.  Thus if a judgment was entered based on your personal guaqranty, your assets can be used to satisfy that judgment, regardless of how the underlying obligation came about.  If the judgment has only been entered against the business and the business is an independent legal entity, such as a corporation or llc, then the judgment would only entitle the creditor to seek paymetn from the business entity, not you personally (except to the extent that monies may have been transferred out of the debtor business entity without fair consideration, which is a whole other topic).  If the business was not a separate legal entity, but was just a sole proprietorship, you are personally responsible for the debts of the business and, again, all of your assets (save those few that may be exempt, which varies depending on your state) can be used to satisfy that debt.... Read More

Criminal cases are brought by governments.  The state government (through the local district attorney) may bring a criminal action against your friend if you bring these facts to the attention of the district attorney's office.  Altbough restitution to victims is sometimes part of the sentence (imposed or plea bargained) which the criminal must perform,  it is not always.  For example, even if found guilty, your friend could be sentenced to serve jail time, which might serve justice but will not get you any money back. Civil cases are brought by private individuals or entities, like you.   You could sue your friend for his fraud.  If you are successful, the Court will award a money judgment in your favor, and you will be able to collect on the judgment from your friend's assets and income, assuming he has any. Criminal and civil cases are not mutually exclusive.  You can sue your friend whether or not the state decides to pursue a criminal prosecution.... Read More

Appeals are based on legal issues, not factual ones.  If you lost your case because the judge believed the contractor's testimony and not yours, the appellate court can't overturn that decision unless there is absolutely no evidence to sustain it, which is very rare.  However, it is possible that the rules are different in Utah small claims court; I am not familiar with them.... Read More

The answer to your question is that it all depends on the details of your situation.  It particularly depends on the terms that you and your employer agreed on.  If you have contracted to do certain work at a piece or other non-hourly rate, and the employer is requiring you to do additional work without compensation, then you very possibly have a valid claim for the value of your work.  Before running off to court, however, you will need to do a serious analysis of the benefit of doing so, especially because it will probably mean the end of the relationship. If you can provide a little more information about your situation, it would be easier to give you a more complete answer.  I am also happy to sit down and have a consultation with you, if you would like to contact me directly.... Read More

An agreements not to compete is a contract between you and your employer, and therefore the law of contracts applies.  Whether a covenant not to compete is enforceable depends on several facts.  In a case like this, two big issues will be whether the agreement was reasonable in duration and scope. If a court finds the agreement enforceable, then the employer can and often will go to court seeking damages.  In general, the damages will be equal to the employer's loss of profits.  If they can prove what their gross profit would have been in the absence of a breach, then the exposure can be significant. Obviously, these cases can be fairly complex and fact-intensive.  This answer should not be taken as legal advice.  If you need an opinion specific to your situation, then it would be wise to set up a consultation with an attorney.  I can certainly give you an appointment if you decide to do so.... Read More

The question of "penalty" is a separate issue from whether you have breached, or have a reasonable defense to a claim of breach, of the agreement you signed. That question cannot be answered without a review by an attorney of the precise agreement you signed and an understanding of the precise circumstances under which it was executed. It is strongly recommended that you consult with an attorney, contract in hand, before opening a competing business.... Read More

Disputes like this arise in trademark law all the time. Whether you have the legal right to do so or not, have you considered that it may cost you thousands, or tens of thousands, of dollars to defend that right if you are sued by the "senior user" of the mark? Moreover, logic suggests that you would want to name your business something that actually distinguishes it from other similar businesses. See a trademark attorney before you make your decision.... Read More

As a general matter, an LLC member is not liable for the obligations of the LLC. That's the entire purpose of the "LL" in the form of entity. Whether you stay or go, unless you have expressly agreed to be liable for the entity's debts, you will not have such liability. Unfortunately, there is no particular way for you to "walk," so you'll probably need to negotiate your departure with your co-members. Call our office if we can assist you with this transaction.... Read More

It sounds like her cakes have already created a business for her! She had a business at the point the cakes weren't just an occasional fun thing to do and she started charging for her cakes to make some extra money. The type of entity she wants to operate that business is a different issue.  She has three principal choices:  a Sole proprietorship, a Single Member LLC, and a Sub-Chapter S corporation.  In the sole proprietorship, she operates on her own.  She keeps track of her income and expenses and pays taxes on the net income. A SIngle Member LLC gives her some protection from creditors, although many people will only do business with her LLC if she personally guaranties it.  This has at the advantage of being treated for tax purposes as if she were a sole proprietorship.  A corporation electing to file under Sub-Chapter S, also avoids double taxation.  It involves more formalities, but they are not overly burdensome.  In any event, she will most probably need to file a TC-69 with the State of Utah.  Good luck to your wife.... Read More