Your will can ensure that your assets are received by your closest relatives and friends in the manner that you intended. Your will can also control when those assets are received. Your will can designate an executor to manage your estate and may also reduce the costs of administering your estate. If you die without a will (intestate), the laws of the state where you reside will determine who receives your property and who administers your estate. Consequently, your assets may not be available to be used by those who need them most. In preparing your will, you should also consider whether all of your assets (including retirement accounts and life insurance policies) will be divided appropriately.

 

Requirements for Execution of a will

 

Depending on the state where the will is executed, a will must be signed at the end and witnessed. Special circumstances arise when the testator (the person executing the will) is disabled, e.g. blind, deaf, illiterate or of diminished mental capacity. These circumstances give rise to various technical requirements for proper execution. Although a presumption of proper execution arises if it is supervised by an attorney, this presumption may be overcome in certain circumstances. The testator must be competent at the time the will is executed. He or she must be generally familiar with the nature and extent of his or her assets and the members of his/her family.

 

Our attorneys work with each client to determine a complete list of assets including, but not limited to, real/personal property, business interests, partnerships as well as current and future holdings, distributions and entitlements. We then work with our clients to determine their desires regarding distribution of assets, the necessity of trusts and the appointment of executors of the estate and guardians for minors. Each client is guided and advised regarding distributions and the effects of Estate, Federal, and State taxation as they relate to proposed distributions.

Our law firm has years of experience in trust and estate planning and administration for our clients. Our attorneys help clients prepare for the orderly distribution of their property through the creation of effective estate planning. We review and draw up all the documents necessary to create such plans, including:

 

•  Estate and Gift Tax Planning

 

•  Wills and Trusts

 

•  Powers of Attorney

 

•  Living Wills and Medical Directives

 

•  Family Limited Partnerships

 

•  usiness Succession Planning

 

•  Revocable Trusts

 

•  Irrevocable Trusts

 

•  Special Needs Trust

 

•  Charitable Gift Planning

 

Our firm routinely addresses a variety of complex estate planning and administrative issues. We have a wealth of experience minimizing tax liability. Additionally, we guide and counsel clients through the probate process to help ensure the orderly distribution of an estate after the death of a loved one.

 

Our firm has garnered a reputation for providing exceptional trust and estate services. If you wish to speak with one of our trust and estate lawyers, please schedule a consultation.

Our firm handles a multitude of business acquisitions and dispositions, representing businesses, shareholders, and individual owners. We handle:

 

•  Business mergers

 

•  Business divestitures

 

•  Asset sales and purchases

 

•  Stock sales and purchases

 

•  Business sales

 

•  Business purchases

 

•  Sales of commercial real estate

 

•  Business succession planning

 

 

Our attorneys prepare and negotiate all documentation related to mergers, acquisitions, asset purchases, and other transactions. In addition, we advise clients on their rights, duties, and liabilities given their respective positions (i.e. management fiduciary considerations, successor liability) as they relate to the business or transaction at hand. This is to ensure they maintain the greatest protection permitted under the law.

 

In any major business transaction, our lawyers first take a step back and help you analyze the transaction. For example, if a clients business is inappropriately structured for the transaction, we will help you reorganize your business before making the acquisition or disposition. Going into a business acquisition or disposition with the proper business entity in place will help the client realize the maximum benefits and tax savings from the transaction.

 

We work hand-in-hand with the clients business's financial planners, investment advisors, stock brokers, real estate brokers, certified public accountants (CPAs), bank trust officers, escrow agents, and other attorneys including tax attorneys and the counsel of the other party involved in the transaction.

 

We utilize innovative ways to meet our clients' objectives in a timely fashion, thus allowing for a smooth progression, ultimately creating a win-win situation for all parties involved in the transaction. Our clients are focused on long-term goals and we are here to help them achieve those goals.

Our business formation lawyers are committed to providing high-quality service at a reasonable cost. Business forms, such as sole proprietorships, joint ventures, partnerships, limited liability partnerships (LLP), S-corporations, C-corporations, and limited liability companies (LLC), involve specific benefits and risks, primarily related to taxation, personal liability, and management / operational control. Unnecessarily high expenses from taxation, insurance, and business disputes can drain profits and interfere with operations. Poorly drafted partnership agreements, operating agreements, or articles of incorporation may prevent stakeholders from reacting to the marketplace or a family-owned business from carrying on in the event of dissolution or corporate divorce. Smart planning now can save a great deal of money and frustration down the road.

 

Whether you are contemplating a new venture or are involved in small business planning to increase market share, we can help you select the entity that is suited to your situation. We also prepare and file all necessary documentation to establish your business in good standing under state laws and provide assistance with name searches, registrations, compliance with federal, state and local regulations, and preparation and monitoring of all necessary licenses and permits.

We represent both buyers and sellers of small corporations, LLCs, partnerships, and sole proprietorships. These transactions are generally structured as a purchase and sale of the assets of the business and not for the ownership of the selling entity itself. Frequently these assets include a good deal more than simply the physical equipment of the business. Such assets often include a number of intangible assets such as the customer goodwill, customer lists, trademarks and service marks, accounts receivable, open contracts, franchise agreements, trade secrets and other intellectual property. We will typically either draft the asset purchase and sale agreement or to negotiate revisions to the purchase agreement if the other party's attorney has already done so.

 

Business Asset Purchase and Sale Agreements

 

The complexity of these agreements depends on the type of business being purchased and sold. For example, the purchase and sale of a gasoline station will involve careful negotiation concerning potential environmental liabilities. As noted above, the assets being sold may include a good deal of intangibles, such as customer goodwill, trademarks, and trade secrets. In some small business sales, the transfer is of a franchise business, in which case, the franchisor must consent to the transfer of the franchise from seller to buyer.

 

On both the buyer's and the seller's sides, a critical area of asset sale agreement negotiation is in the disclosure and disclaimer of liabilities. Many assets, particularly intangible assets such as executory contracts, intellectual property rights, licenses, etc. come with strings attached. We help buyers perform their due diligence in small business purchases and help sellers examine carefully what they are selling and avoid unanticipated warranties.

Contracts, no matter how large or complex, are nothing more than a promise or a series of specific promises. No more, no less. In the event that a contractual promise is broken, the law and the contract itself provide remedies to compensate the damaged parties. Sometimes even promises that are not considered contracts are enforceable if one party relied on the promise and was damaged because the promise was not kept.

 

From a legal perspective certain criteria must be met in order for the parties to the contract to be protected. The parties must be competent and the contract must be based on something that has a measurable value. This element of value is referred to in contract language as the "consideration." A contract also cannot be based on an illegal activity.

 

Contracts are primarily governed by state statutory, common law and the contract itself. Parties to a contract have what is referred to as "the freedom of contract" which principally allows the parties to establish their own requirements for the performance of a specific agreement.

 

Statutory law may require some contracts be put in writing and executed with particular formalities, such as contracts for the purchase and sale of real estate, guarantees, and contracts of employment. Otherwise, the parties may enter into a binding agreement without signing a formal written document. Contracts related to particular activities or business sectors may be highly regulated by state and/or federal law.

 

Our firm has significant experience in the formation of contracts. In addition, we are often engaged to negotiate complex terms and conditions regarding a variety of agreements such as, employment, business acquisition/transformation/transition, and commercial &residential leaseholds.

 

Our attorneys are experienced in all types of contractual dispute resolution, including litigation, arbitration, mediation, labor and employment Boards.

Our Litigation area is responsible for preparing and trying cases at all levels in both State and Federal courts. We appear, on behalf of clients, before administrative agencies and engage in all forms of alternative dispute resolution. Our lawyers have successfully handled significant and complex cases on behalf of individuals, corporations and municipalities. We pride ourselves on our experienced, aggressive and result-oriented litigators.

 

•  Business Litigation (State and Federal)

 

•  Personal injury, automobile-related claims, workers compensation, medical malpractice

 

•  Real estate litigation

 

•  Probate litigation

 

•  Administrative Law

 

•  Appellate matters (State and Federal)

 

•  Surety Litigation

What is Arbitration?

 

When selecting arbitration for dispute resolution parties agree to resolve their issues without judicial intervention. The parties, either through mutual agreement or through a third party facilitator, hire an independent, unbiased, and disinterested third person or panel (usually three), experienced in the area of law that is in dispute. Each party presents his case to that person or panel in the same manner as it would be presented to a judge or jury, who then makes a decision. That decision is usually binding, however, in many situations, a decision made in this type of proceeding may be afforded the same appellate rights as any other litigated matter. Quite simply, arbitration usually yields the same results as a fully litigated matter while at the same time, saving the parties significant legal costs and time.

 

Our attorneys have many years of experience in Alternative Dispute Resolution (ADR) including arbitration and mediation. We have worked with local and national ADR companies and attorneys. Our attorneys are experienced in resolving a large variety of legal matters through this process from a simple contract dispute to matters that would ordinarily require complex litigation.

A Practical Approach to Resolving Legal Disputes

 

Our attorneys use mediation to provide a practical, sensible and thoughtful means for helping people resolve disputes through negotiation, without costly and risky litigation. Mediation provides a practical means for resolving disputes, respects the participants, and provides a means for addressing their true underlying interests and concerns.

 

Mediation differs from arbitration in that mediation can be binding or non-binding. Arbitration provides for a final decision by an independent third person which normally binds the parties and ends the dispute. Mediation on the other hand, typically follows the identical pattern for arbitration, but the mediator will provide a legal opinion and recommendations for resolution, without either party losing the dispute. Despite the non-binding aspect of the process, mediation quite often results in dispute resolution. It is often preferred because neither party is subject to a decision against their favor.

Personal injury law provides for a person to recover financially for injuries received as a result of negligence. In order to successfully seek compensation for your injuries, the experience of an attorney who specializes in personal injury law is crucial.

 

As a part of our litigation practice, our firm represents clients who have either been injured or may need counsel to defend them in a lawsuit. Our attorneys have many years of experience in both pursuing and defending clients in personal injury litigation. We work diligently and honestly to protect the rights of our clients.

The Real Estate area provides a comprehensive resource for the entire continuum of real estate law, beginning with acquisition and development, and progressing through land use issues, planning & zoning, environmental law, financing, and leasing. In each of these essential areas, we represent developers, lending institutions, title insurance companies and municipalities. In addition, we offer a comprehensive residential real estate practice that can assist individuals with all phases of buying and/or selling a home.

Commercial Real Estate Acquisition and Development

 

•  Real Estate Financing

 

•  Land Use Permitting & Litigation

 

•  Commercial Real Estate Leasing

 

•  Residential Real Estate

 

•  Common Interest Communities-Formation & Representation

 

•  Environmental Law

 

•  Construction Law & Litigation

 

Legal counsel is an essential part of most real estate transactions since these are governed by a wide body of state and federal statutes. Therefore it is important to have the expertise and guidance of an attorney who specializes in real estate law before embarking on any real estate venture.

 

Our firm represents and counsels clients in the buying and selling process as well as lending Institutions. We have negotiated and drafted purchase and sale agreements, option agreements, development agreements, easement and maintenance agreements, and license agreements.

Our attorneys handle all legal matters arising out of commercial and residential real estate transactions, from the initial research regarding a parcel of property to closing. We advise clients during the negotiations, and prepare and review all documents necessary to successfully close a real property transaction, including buy-sell agreements, lease agreements, private lending agreements, deeds, mortgages, notes, liens, and easements.

 

Additionally, our lawyers regularly handle land use and zoning issues. Our attorneys have significant experience securing municipal and state land use approvals and permits, as well as handling zoning, inland wetlands, and historic preservation issues.

 

We have helped many property owners obtain regulatory approval for the subdivision and development of property, as well as for the expansion and development of schools, hospitals, clubs, retail and office projects. In addition, our commercial planning and zoning lawyers have undertaken feasibility analyses to help assess the acquisition of major commercial properties. Our attorneys examine the regulations associated with a particular property and seek the necessary approval from local, state, and federal departments and agencies.

One of the most significant business transactions most people ever make is the sale or purchase of their private residence. Our attorneys will assist a buyer or a seller of residential real estate to make sure their interests are protected.

 

Our attorneys work with our clients to prepare all the documents that are needed to best fit the needs of the specific transaction. We also draft and review privately created contracts.

 

Our attorneys can assist buyers and sellers through all phases of the transaction, including:

 

•  Review and revision of earnest money contracts

 

•  Reviewing deed restrictions for residential property

 

•  Clearing any liens on the property, tax liens, and mechanics and materialmen's liens (M&M liens)

 

•  Explaining any ancillary forms you will have to sign if the property is in a controlled community or city

 

•  Examining any easements that affect the property

 

•  Assisting with the closing and reviewing the relevant closing documents

 

•  Negotiation of real estate disputes to avoid litigation