Services

Business Formation and Governance

As small business owners are well aware, we live in litigious times where anyone who feels that they have been wronged files a lawsuit. Now, more than ever, it is important that small businesses examine their options to determine the correct type of business entity in which to operate. Choosing the right type of business type can save your home and other personal assets being at risk if you are named in a business-related lawsuit.

Businesses of any size can no longer afford to wade through the requirements placed on business without legal counsel.

Online services such as Legal Zoom are dangerous because they don’t counsel you on the law for your specific situation. In fact, they cleverly disclaim any responsibility.

Colby Law Office provides legal counsel to help our clients avoid the pitfalls of failing to comply with the law and meet legal requirements, regulations and contractual obligations.

We also help our clients avoid litigation and potential liabilities that can be created when a business acts without the advice of an attorney.

In short, Colby Law Office, P.C. can be your “in-house” attorneys providing superior, efficient service at economical prices.

Contracts and Agreements

Every business owner has, at some point, received the age-old advice to “get it in writing” when referring to memorializing any hand-shake deals and transactions. But we all know that sometimes business moves too fast to go back and forth with a contract. It doesn’t have to be a chore, and it doesn’t have to be time consuming.

At Colby Law Office, we respond quickly and efficiently to create the appropriate document to protect your interests. Our agreements are drafted in plain language to make the deal clear to all parties concerned. Unfortunately, we have found that most contracts used in business today are of a very poor quality. They are either cut and paste jobs that were pieced together from slapdash internet research passed along like a computer virus or drafted by attorneys that rely on long, legalistic forms taken from law books that haven’t been properly updated since before the commercialization of the internet.

We take a different approach. Our goal is to provide our clients with forms that they frequently use so they can define their business relationships quickly with a few modifications each time they use it. We view contract drafting as an integral part of the deal structuring process. It is a creative process and we collaborate with our clients to get it right. We have the skills to draft and negotiate ANY type of business contract. Contact Colby Law Office and we’ll show you how we can help you structure your business agreements.

Computer and Internet Law

Many of our clients find themselves and their business more and more involved with the Internet and computer technology. It may be as simple as setting up a website for your company and developing customer relationships, or as complex as entering into agreements and processing online transactions. The primary focus of your business may also be developing fun and exciting video games, creating digital art or programming complicated software.

While use of technology and online presence spells unlimited potential for commercial growth, expansion and opportunity, it can also present a myriad of unnoticeable legal traps with messy ramifications.

Computer law, which includes Internet law, covers practically all aspects of legal areas including agreements, taxation, intellectual property, licensing, corporate, commercial and even employment law. The list is long. In an attempt to keep up with rapid technological developments, a slew of ever expanding and evolving State, Federal and International legislation imposes various rules and regulations on all of these aspects.

In today’s world a business owner is faced with an unlimited number of questions with regards to technology.

Even a simple introductory Website is actually operating in a legally complex environment and its owner faces many risks.

To begin with, you will be signing website development, implementation and hosting agreements, which need to be properly negotiated in order to properly communicate your needs and to preserve your company’s rights to the site and to any intellectual property associated with it. By the same token, any carelessly added word combination, including your domain name, slogan, image, or even a link to another website may be the source of a future issue with copyright or trademark infringement.

If your site offers products or services, every sale you make is a contract with the customer on the other end of the click. It is important to remember that you are not physically there to negotiate this contract or explain away any of its terms. Practically any and all information you provide on the site can be interpreted as a promise on your part. Unclear wording or lack of a simple disclaimer can lead to disastrous consequences of potential breach of contract, misrepresentations and even accusations of fraud.

If your site collects customer data or accepts payments, you inadvertently become entrusted with sensitive information and a minor breach in privacy or security can trigger unending litigation and cause a significant setback to your whole operation.

If you are selling products across the world, where is your company really located from a legal standpoint and how do you deal with taxes for both the company and the customers?

How does the company effectuate payroll if you have remote employees or contractors working for you and how do you even distinguish between the two?

In short, it is vital to institute appropriate mechanisms into your website at the inception to minimize the risks involved in running it.

Our law firm is knowledgeable and experienced in all aspects of Computer Law. We can assist your business in complying with the various Federal and State regulations that apply to your type of business. Our firm provides its business clients with advice and representation in the rapidly developing areas of both commerce and law, and coordinates use of the Firm’s other practice disciplines when needed by our high technology clients. The Firm’s computer law attorneys actively follow the trends in e-commerce, computer industry, and the Internet and have substantial experience in the law related to each.

Colby Law Office can assist you in drafting all of the documents critical to the effectiveness and success of your business’ use of the Internet and Technology. Below are some of the services we offer our clients:

• Software licensing agreements;
• Software and web-site development and construction agreements;
• Distribution, marketing, and value added reseller agreements;
• Technology acquisition and transfer transactions;
• Web-site and e-commerce hosting agreements;
• Protection, defense, and challenges to Internet domain name registrations (cybersquatting);
• Fraud, computer and cyber crime;
• Trade secret and other intellectual property protection and litigation in cases of their misappropriation;
• Use of computer technology in litigation, including computer-related discovery and investigation;
• Non-disclosure and non-competition agreements and litigation, as well as the full spectrum of employment law representation through the Firm’s Employment Law Department;
• Redressing defamation and invasions of privacy;
• And in conjunction with the Firm’s Business and Tax Department, structuring business organizations, including Internet start-ups, assistance with capital acquisition, representation in purchases and sales of businesses, and providing tax advice and representation to nascent enterprises.

Intellectual Property

Trademarks

A trademark is a distinctive word, phrase, symbol or design (or combination thereof) that a businessuses to identify and distinguish its goods from those of other businesses.  Service marks are exactly like trademarks, except they identify services rather than goods.

Trademarks and service marks can be an extremely lucrative form of intellectual property and source of passive income. For example, some companies have completely given up manufacturing the goods with which their trademarks are associated and earn all their revenue from licensing their marks to companies who do manufacture goods.

Why it’s a good idea to register your mark

You can obtain federal trademark protection by registering your trademark with the U.S. Patent and Trademark Office (USPTO). A trademark may also be registered with an individual state, although the trademark will then only be protected in that specific state. 

Federal registration of your mark with the USPTO provides nationwide notice of your claim to the mark. That means that other business owners will be able to locate your mark through a trademark search, making it less likely that they will use it. In addition, no one else will be able to register your mark or a confusingly similar mark. If someone does use your mark or one confusingly similar to it, you will be able to sue for trademark infringement in federal court. For these and other reasons, federal registration enhances the value of your mark in the event that you ever wish to license or sell your mark.

Even if you don’t register your trademark with the USPTO, it’s a good idea to conduct a federal trademark search before deciding on a name, slogan or other mark for your business, to make sure that no one has registered a similar mark. 

Your attorney’s role

Trademarks are an important part of any company’s brand strategy. Colby Law Office’s attorneys assist clients in all aspects of managing their trademark portfolios, including conducting trademark searches, filing trademark registrations with the USPTO as well as state and foreign registries, as appropriate, handling trademark opposition actions, licensing trademarks, and more.

Copyright

Copyright law protects original works of authorship, including literary, dramatic, musical, and other creative works. In order to qualify for protection, a work has to be fixed in a tangible medium of expression (for example, by writing it down or recording it) and meet minimum standards of originality.

Copyright is actually a bundle of rights. A work’s copyright owner has the exclusive right to reproduce the copyrighted work, to prepare modified works based on the original work (these are called “derivative works”), to distribute copies or recordings of the copyrighted work, and to perform or display the copyrighted work publicly. The copyright owner has the power to license any of these rights, individually or in combination, to other entities and individuals.

A work is protected by copyright as soon as it is created and, with certain exceptions, until 70 years after the author’s death. The work’s author owns the copyright, unless the author assigns the copyright to someone else. In the case of works-for-hire, an employee or contractor creates the work at the behest of an employer or other principal, who is then considered the work’s author for copyright purposes. Registration of a work’s copyright with the U.S. Copyright Office soon after the work’s publication confers various advantages, such as eligibility for particular types of damage awards in the event that the copyright is later infringed.

Certain categories of expression, such as slogans and phrases, do not qualify for copyright protection, although they may be eligible for trademark protection. Ideas and facts are also not copyrightable, although the line between uncopyrightable ideas and copyrightable expression of such ideas may sometimes be blurry.

Copyright issues can play an important role in relationships with clients, employees, independent contractors and other parties. Colby Law Office provides strategic consultation on such issues, including those related to websites, software, works-for-hire, and other works. Our attorneys are also skilled at negotiating copyright licenses, work-for-hire agreements, publishing contracts and other copyright agreements.

Trade Secrets

Under New York law, a trade secret is confidential information that provides an economic advantage to the company possessing that information. Business plans, marketing plans, customer lists, data compilations, and recipes are all examples of information that can be trade secrets. In order for information to qualify as a company’s trade secret, the company must make ascertainable steps to maintain the confidentiality of the information, for example by resorting to physical and electronic means of protection, as well as by contractual protections such as non-disclosure agreements.

Unlike other forms of intellectual property like copyrights, trademarks, and patents, trade secret protection can last indefinitely.

Movement of employees from company to company often raises trade secret issues. Colby Law Office’s attorneys can advise your company on how to conduct your hiring process in a way that reduces exposure to trade secret misappropriation claims, and how to implement policies that protect your trade secrets. Our attorneys are also experienced at drafting and negotiating non-disclosure and other confidentiality agreements.

International Business

Rapid advances in technology and communication have shrunk our world and brought people in distant time zones close together—vitually, anyway. The Internet alone has made it possible to find just about anything anywhere any time without leaving a huge carbon footprint in your wake. This phenomenon has been especially important for innovative entrepreneurs. Technology has empowered small business to expand into national and international markets rapidly and cost effectively opening the door to allow it to compete with large resourceful corporations.

But while expanding into the international arena may be easier than ever, it presents a myriad of legal questions for those that seek staying power with their international expansion. Traps and caveats related to business structure, import/export laws, tax implications, various compliance issues and even employment and immigration issues become more complex and more expensive as you expand. With so many points to consider, a small business may lose its advantage over its larger corporate competitors with their in-house legal teams. But Colby Law Office can help you level the playing field once again.  

Colby Law Office will help you succeed in your operation, whether you are a domestic company thinking of expanding your presence internationally, or a foreign company wishing to do business in the United States. Our attorneys will work with you to identify and anticipate all of the issues your business may face in the process and tailor unique legal solutions in line with your company’s needs and budget.

Immigration

Colby Law Office prepares petitions for O-1 visas (otherwise known as "artist visas") for visual and performing artists. These visas allow established and emerging artists to work in the United States for up to three years, and unlike many other visas, can be renewed indefinitely. United States Citizenship and Immigration Services (USCIS) evaluates O-1 visa petitions according to specific standards set forth in a patchwork of laws, regulations, policy memoranda, and other guidelines issued by USCIS from time to time. Colby Law Office keeps abreast of developments in the law and tailors its clients' visa petitions to meet this often shifting regulatory landscape. While prior results do not guarantee a similar outcome, Colby Law Office is proud of its 100% success record in obtaining O-1 visas on behalf of its clients.

Our services include providing general advice regarding working in the United States under an O-1 visa, and evaluating whether an artist is a suitable candidate for the visa. We help prepare portfolios of work demonstrating extraordinary ability in the arts, assist in preparing letters of support that will be persuasive with respect to the specific criteria USCIS applies in evaluating O-1 visa petitions, work directly with unions and other labor organizations to obtain any required advisory opinions, respond to requests for information from USCIS, and monitor the status of submitted visa petitions.

If you are an artist interested in working in the United States on an O-1 visa, you may schedule a consultation by writing us on our "Contact" page or by emailing Justin Lynch directly at jlynch@colbylaw.com.

Litigation and Dispute Resolution

The Colby Law Office litigation practice focuses on four core areas – government disputes and investigations, international disputes, intellectual property litigation, and claims relating to everyday business such as collections, employment disputes and breach of contract.  Our experienced litigation team combines litigation strategies with creative public policy and business strategies. We see our role as providing not only legal counsel, but also providing the practical and business implications of our legal advice, so as to help our clients achieve their legal and business goals.

Commercial Real Estate/Leasing

Many unsuspecting entrepreneurs don’t think twice before signing a lease on their new office, studio or place of business. After all, does anyone ever really read the fine print? Certainly no one wants to contemplate the worst case scenario when they are just starting out and full of hope.   But the fact remains that each and every commercial landlord has attorneys working especially hard to ensure that the landlord’s interests are thoroughly protected and it is no secret that a signed piece of paper carries almost absolute weight in a court. By signing what at first glance seems to be an innocent standard lease agreement, you may be inadvertently agreeing to conditions you simply cannot afford, such as third party injury liability or responsibility for building repairs. You may also be signing away essential legal protections, such as a right to try a dispute with your landlord in Court.

Your business deserves a chance to grow and succeed and at Colby Law Office we specialize in your needs. We will stand by you and shield you from the dangers of the small print and incomprehensible legalese. We will review your lease agreement and negotiate the best possible terms on your behalf. ContactColby Law Office and give us the opportunity to be at the core of the solution for you!

Employment/Labor Law/Independent Contractors

Colby Law Office handles all aspects of employment and labor law issues that businesses face.  Whether you are working with an independent contractor or are dealing with the hiring, training, evaluating or terminating of an employee, we are available to help you navigate these most important challenges.