The Importance of a Real Estate Lawyer

The Importance of a Real Estate Lawyer Whether you’re buying or selling a property, a real estate lawyer can protect your interests and shield you from major financial loss. The complexity of real estate law can make transactions confusing for laypeople, from those purchasing residential property to businesses purchasing commercial locations. Before you enter into an agreement, consult a real estate lawyer serving San Jose to make sure your rights are protected. Here is a look at some of the important ways a real estate lawyer can help you.

Protection for Buyers

When you’re buying a property, if the deal isn’t structured properly, you could find yourself committed to purchasing a misrepresented building or piece of land without any recourse. A real estate attorney can make sure your interests are protected in the contract. For instance, a lawyer will ensure that there is a provision to let you out of the deal if the property you’re buying fails an inspection —something you may not know to request without legal assistance. A real estate lawyer can also check the contract for hidden fees or clauses that are atypical of most real estate deals.

Protection for Sellers

Real estate lawyers can be especially important for people selling a property. As a seller, you can face significant liability issues if your sales contract isn’t worded correctly. A lawyer will ensure that provisions are in your contract to protect you financially if a buyer finds a major issue with the property after purchase. A real estate lawyer will also make sure that you are shielded from buyers backing out of deals at the last minute and buyers who don’t meet their financial obligations in a timely manner.

Mortgage Requirements

Mortgage companies sometimes require buyers to work with real estate attorneys before they provide financing. This is to ensure that the purchase contract is free of errors and that all of the necessary papers are filed. Buyers who don’t get an attorney when required by their mortgage brokers will lose their loans.

Understanding Debt Financing and Loan Transactions

Understanding Debt Financing and Loan Transactions

Debt financing is a specialized, complex area that goes to the heart of a company’s business, whether that business is real estate, low tech, or high tech. Loan transactions directly affect cash flow, and therefore are the lifeblood of any enterprise. For the lender, such as a bank, financial institution or private lender, it is critical to contain risk through careful structuring of loan documents. The lender also needs to know the pitfalls and optimal strategies if it encounters a problem loan or needs to consider whether or how to enforce its rights under loan documents, which may include foreclosing on its collateral. If a guarantor is involved, additional issues concerning scope, waiver and limitations on recourse will arise and must be properly structured and understood. On the other side of the transaction, sophisticated borrowers need to know if or in what situations the provisions in a loan document, promissory note, deed of trust or some other agreement will trigger a loan default and put the borrower at risk. And, of course, the guarantor issues mentioned above also come into play.

Strategy Law has deep expertise in all manner of debt financing, loan documentation and credit transactions, including structuring complex new debt financing transactions, securing loans with business assets, real estate assets or other unique collateral, developing creative borrowing bases, preparing complex loan documents, addressing the requirements of parties to intercreditor agreements, subordination agreements and guarantees, and addressing problem loans and workouts. This latter area may involve forbearance agreements, negotiation of restructured transactions, litigation, and representing creditors in bankruptcy.

Our experience extends to asset based loans, commercial lines of credit and term debt, venture financing, construction financing, commercial mortgage-backed securities deals and project financing.

Bankruptcy Law

Because of our work in the area of problem loans, Strategy Law has deep experience with the bankruptcy process, which it deals with strictly from a creditor’s perspective. We have represented lenders and other parties in interest seeking to enforce their rights after a bankruptcy petition is filed by a borrower, including obtaining relief from the automatic stay in bankruptcy, arguing “first day” orders, conducting evidentiary hearings and trials in bankruptcy court, defending bankruptcy preference claims, and purchasing assets out of bankruptcy.

The information appearing in this blog does not constitute legal advice or opinion. Such advice and opinion are provided by the firm only upon engagement with respect to specific factual situations. Specific questions relating to this article should be addressed directly to Strategy Law, LLP.

Understanding Employment Law

Understanding Employment Law

When you own a business, issues with employment law always come up. Because of the complexity of this area of law, it is important for your business to work with a good business and employment attorney so you are protected from lawsuits and other disputes. Companies of all sizes need a business law firm serving San Jose on their side. Here is why business attorneys are so essential to managing your employees.

Employment law is multi-faceted. It encompasses everything from offer letters, equity incentive plans and employee handbooks and policies to employee terminations and severance agreements. Every agreement you enter into with an employee, and every policy that you put in place for your employees, should be vetted by a lawyer to protect your company from liability. Although a good payroll company and a good human resources person are critical to keeping wage and hour employee problems away, business attorneys can assist you with documenting agreements and HR policies to prevent problems. Business attorneys can also help if your company enters a dispute with an employee over issues like wrongful termination or labor law violations. Companies should use a business law firm for dealing with employee issues at all stages. A startup lawyer can help you file the right paperwork with the Employment Development Department to become a registered employer and to hire your very first staff, while a corporate lawyer can help you draft executive employment agreements and stock deals as your business grows.

A good employment attorney will also help you navigate the confusing criteria separating employees from independent contractors to make sure that you do not get hit with payroll tax penalties or labor issues as a result of a misclassification.

The information appearing in this blog does not constitute legal advice or opinion. Such advice and opinion are provided by the firm only upon engagement with respect to specific factual situations. Specific questions relating to this article should be addressed directly to Strategy Law, LLP.

Your Terms Of Use May Already Be Dead

By Robert Hawn

Working with technology start-ups in the San Francisco Bay Area, I am often asked to review websites to make sure that appropriate mechanisms are in place to protect the company that is operating the site. One area that I typically look at is the terms that govern the use of the site. These “Terms of Use”, as they are often called, can be relatively simple, as in the case of a brochure site, or complex, as in the case of an e-commerce or social media site.

You can usually find these terms if you scroll down to the bottom of the home page of the site, and look for a hyperlink that says something like “Terms” or “Terms of Use.” Once you click on the link, you will be sent to a page that describes a user’s rights regarding the site. There is usually language that says that by using the site, the user is agreeing to the terms.

This process of providing notice to a site user of the terms that govern the site, and stating that the site user is subject to these terms by using the site, is a way of forming a contract between the site operator and the user. Essentially, the link provides notice to the end user that using the site is subject to certain terms. This approach is really quite elegant, because it allows the site operator to impose all sorts of terms without cluttering up the site. It’s no surprise that the hyperlink approach is ubiquitous.

The only problem with it is that it doesn’t work.

In August 2014, the Ninth Circuit Court of Appeals, which governs California, Nevada, and many of the western coastal states, held that a link to Terms of Use at the bottom of a webpage is insufficient to impose those terms on users. As a result, the terms can’t be enforced against a user. The court in this case held that “where a website makes its terms of use available via a conspicuous hyperlink on every page of the website but otherwise provides no notice to users nor prompts them to take any affirmative action to demonstrate assent, even close proximity of the hyperlink to relevant buttons users must click on – without more – is insufficient to give rise to [an enforceable agreement].”

What the court is saying is that the standard practice of providing a link to website terms at the bottom of a webpage is useless. You just can’t create an enforceable contract that way. Having said that, the court is a bit unclear on what you have to do. It does provide a clue, however, when it says that you need to prompt a user to take an “affirmative action to demonstrate assent.”

The bottom line here is that if your website uses the standard method of providing a link to its terms of use at the bottom of the website’s homepage, the terms of use are likely unenforceable. Contact an attorney experienced in this area of law to examine your website to determine how your Terms of Use can be changed to have a better chance of being enforced.

This is a blog and not legal advice or opinion. Neither I nor my firm provide advice or opinion except following a formal engagement and then only regarding specific factual situations.