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What is a legal injunction?

A legal injunction is a court order to take a particular action or refrain from it.  There are three types of legal injunctions: permanent injunctions; temporary restraining orders; and preliminary injunctions.  Temporary restraining orders and preliminary injunctions can be issued by a court in a lawsuit to stop a party, or those acting in concert with […]

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What Is Consideration In Business Law?

Consideration is what each side in a contract each side must agree to give up to make the contract legally binding.  In a contract, one party’s Consideration (thing given) is exchanged for another  party’s  Consideration.  Consideration is often referred to as the quid pro quo.  For business transactions, this is often the price paid by one […]

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What are Articles of Incorporation?

This is a legal document used to create a business entity and usually contains the entity’s name, type of business, and business structure. Many businesses in the United States and Canada are formed as a corporation.  This is a type of business entity that often, but not always, is formed in the state where the company carries […]

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What is a Personal Guaranty?

A Personal Guaranty is a legal document through which an individual promises in writing to repay a loan or credit issued to a business entity or another party.  A Personal Guaranty may be provided by an individual to assume responsibility for the repayment of a loan to his or her business.  In the event that the business is […]

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What is the relationship between a Strategic Alliance and a Joint Venture?

A Strategic Alliance is an arrangement between two companies to undertake a mutually beneficial project, with each remaining independent. Joint Venture is a form of Strategic Alliance that is more complex and binding.  In a Joint Venture, two businesses pool resources to create a separate business entity. The three basic types of Strategic Alliances are: Joint Venture, Equity Strategic Alliance, and Non-equity Strategic Alliance.  […]

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What is a Shareholder Agreement?

A shareholders’ agreement is an arrangement among a company’s shareholders regarding certain rights and obligations of the company’s shareholders. A shareholders’ agreement also includes information on the management of the company and privileges and protection of shareholders.  The shareholders’ agreement is intended to make sure that shareholders are treated fairly and that their rights are protected. […]

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What Is The Difference Between A Merger And An Acquisition?

In a merger, two separate companies voluntarily, fuse together; in an acquisition, one business entity subsumes another, whether friendly or hostile. Mergers are considered to be a more friendly corporate restructuring strategy. This is because they are voluntary and mutually beneficial for both companies involved.  In contrast, acquisitions generally carry a more negative connotation; the term entails one company completely consuming another.  During […]

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What Is Due Diligence In Business Transactions And Law?

Due diligence is the formal process of investigating the background of a business, either prior to buying it, or as another party in a major contract.   It is used to ensure that there are no hidden details that could affect the deal.  Due diligence is an investigation, audit, or review performed to confirm the facts of […]

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Does COVID-19 Excuse A Contract Breach?

Contracts can be modified and excused by the current COVID-19 pandemic pursuant to the doctrines of commercial impracticability, impossibility and frustration of purpose. As businesses large and small face, the prospect of contractual breaches due to the impact of COVID-19 and related governmental orders, force majeure provisions and other contractual defenses are coming into focus.  […]

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What is trademark infringement?

Trademark infringement is the unauthorized use of a trademark or service mark (or a substantially similar mark) on competing or related goods and services.  The success of a lawsuit to stop the infringement usually turns on whether the defendant’s use causes a likelihood of confusion in the average consumer. Trademark infringement cases include instances in which one company sues because another […]

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