Everyone is familiar with the "legendary" tales of the Coca-Cola secret formula: only two corporate executives are privy to the formula,1 and the actual, written recipe is locked away in a chrome vault.2 While these tales may be somewhat exaggerated, the importance of protecting your company's trade secrets cannot be overstated. According to a recent survey, one in five companies has been the victim of trade secret theft, and only one-third of companies have action plans for responding to trade secret theft.3 Undergirding the protection of trade secrets in Louisiana is the Louisiana Uniform Trade Secret Act ("LUTSA").4 Under LUTSA, companies are equipped with various tools to protect their trade secrets,5 and to recover damages when its secrets are stolen or misappropriated.6
Employers Take Heed: 1.2 Million New Workers Eligible for Overtime Pay Under New Overtime Rule
This week, the Department of Labor announced a final rule to make 1.3 million American workers eligible for overtime pay.1 Under the new rule, most salaried workers who earn less than about $35,500 per year will be eligible for time-and-a-half overtime pay, up from the current threshold of about $23,700.2 The rule raises the "standard salary level" from the currently enforced level of $455 per week to $684 per week (which equates to $35,568 per year for full-year workers). Some employees, such as business owners, doctors, lawyers, teachers, and outside sales employees, are not affected by the new rule.
Could your organization be liable as a joint employer?
Suppose you are a franchisor -- a company that sells franchises of its brand. If one of your franchisees violated federal labor law, would you be legally liable, too? Or suppose you are a staffing agency and your employees' rights are violated by one of your client companies. Is that company liable for the violations? Or are you?
Your legal liability depends on whether you can be considered a joint employer with the other organization. If a franchisor, for example, were to exercise direct control over significant personnel matters at franchisees, that franchisor might be considered a joint employer with the franchisees. That could mean the franchisor would be liable for its franchisee's labor law violations -- at least to the extent that it exercised direct control over the matter.
Make no mistake: social media is important to your business
Starting a business requires you to look at numerous issues. One of them is how to get your business out there for potential consumers to see. Social media can provide you with free advertising and a way to reach your customer base.
On the other hand, it also provides a platform for consumers to recommend or complain about your goods or services. With so many people here in Louisiana and across the country shopping online these days, many use social media to interact with businesses and other consumers.
A smooth transition when selling your business
If one of your goals for the coming year is to sell your business, you likely have mixed emotions about it. Perhaps this is something you have been contemplating for a while, or circumstances have told you this is the right time to let it go and try something new.
Whatever the motivation for selling your business, it certainly means a major change in your life, and you want to be sure you get the best possible deal when you sell. This is not a transaction as simple as selling a house, and it involves many factors, any of which can alter the outcome for better or worse. Seeking reliable advice and guidance throughout the process may improve your chances of avoiding missteps that could hinder your ability to make a profit.
Ain't That America: Part Five
Part Five: What qualifies as a "taking" of private property that would trigger your right to compensation?
What remedies are available after a breach of contract?
As we've discussed before, there are situations where an agreement you have entered into with a customer, vendor, supplier or other party is found to be unenforceable. Assuming you have a valid, enforceable contract, though, what can you expect when it comes time to enforce it?
When one or more parties fail to live up to their part of an agreement, it is called breach of contract. Depending on the situation and how you have chosen to resolve the breach, the non-breaching party can:
- Seek money damages to make them whole
- Ask a court to order the breaching party to perform their contract duties ("specific performance")
- Attempt to have the contract canceled, in which case some parties may be due restitution
Labor Department guidance simplifies employer tip credits
If your organization employs workers who customarily receive tips, you may have considered taking a federally authorized credit against some of their tips. The Fair Labor Standards Act requires that all covered workers be paid at least $7.25 an hour, but tips can be counted toward some of the minimum wage requirement. Employers can use the tip credit to pay as little as $2.13 an hour to tipped workers as long as their tips make up the remaining $5.12 per hour.
Unfortunately, taking the tip credit has been somewhat complex in the case of workers with mixed duties -- those who customarily receive at least $30 a month in tips but who spend part of their time doing work that is not traditionally tipped. In 2007, a federal court ruled that employers cannot take the tip credit when a worker spends more than 20 percent of their time on non-tipped duties that are unrelated to their tipped work.
The limitations of a liability waiver
If your business offers a service to the public, chances are you have concerns about the safety of your customers or clients. For example, owning a gym, offering hang gliding lessons or operating a firearms training facility involve activities during which your clients could easily become injured. As part of your customer agreement for using the services of your company, you may require them to sign a liability waiver.
This form explains that your customer is participating in the activity or service with full knowledge of the dangers involved. By signing, your client agrees to release you from liability if he or she gets hurt. If you use or intend to use such a waiver in your business, it is important that you understand its protections and limitations.
What issues could make a contract unenforceable?
When you make an agreement, especially in business, you rely on the courts' enforcement of it if the other party fails to carry through on their obligations. If you don't have a lawyer review your contracts, however, you may find there are problems that make the contract unenforceable. What are some issues that could have that effect?
Is the agreement a contract at all?
In general, a valid contract is defined as one in which the parties come to a meeting of the minds about what is to be contracted. There is an offer and an acceptance of that offer. Something of value ("consideration") is given by each party. The contract terms must be defined sufficiently for a court to enforce them.
