COVID-19 Relief Updates for Small Businesses

COVID-19 Relief Updates for Small Businesses

COVID-19 Relief Updates for Small Businesses

Although some states have eased COVID-related restrictions on small businesses, many businesses are still struggling.

The Internal Revenue Service (IRS) and the Small Business Administration (SBA) continue to issue guidance for small businesses that seek to benefit from the COVID-relief legislation passed in 2020.

In addition, the American Rescue Plan Act, the new stimulus legislation signed into law by President Biden on March 11, 2021, provides additional funding for the Paycheck Protection Program (PPP) as well as aid for certain business sectors that have been particularly hard-hit by the COVID-19 pandemic.

IRS Extends Tax Filing and Payment Deadline

IRS Extends Tax Filing and Payment Deadline

IRS Extends Tax Filing and Payment Deadline

On March 17, 2021, the IRS announced that the federal filing and payment deadline for individual taxpayers, including those who pay self-employment tax, has been extended to May 17, 2021, due to the challenges and unique circumstances surrounding the COVID-19 pandemic.

The extension does not apply to estimated tax payments due on April 15, 2021.

Victims of February winter storms in Texas, Oklahoma, and Louisiana still have until June 15, 2021, to file individual and business tax returns and make payments as announced by the IRS earlier in March.

Does Your Website Need a Privacy Policy or Terms of Use?

Does Your Website Need a Privacy Policy or Terms of Use?

Does Your Website Need a Privacy Policy or Terms of Use?

Conversations about data privacy policies and website terms of use have become more common in recent months. Large companies like Facebook, Expedia, and Dick’s Sporting Goods have been involved in litigation involving agreements that address these very issues. The questions on most business owners’ minds are “What are these agreements?” and “Do I need them on my website?” Privacy policies and terms of use serve different purposes, but both are essential for any business that engages with customers via a website.

What Is a Privacy Policy?
A privacy policy is an agreement that outlines how a company collects, stores, handles, and protects the personal information it collects from customers and visitors to its websites or mobile applications. It may also cover interactions that involve personal information collected off-line. Regardless of how you collect customer data, the privacy policy is where consumers curious about your company’s data practices and procedures should find answers to their questions.

What Are Terms of Use?
Terms of use, also known as terms and conditions or terms of service, are agreements between a website’s owner and its visitors about the rules and expectations for using the website. These agreements protect business owners by allowing them to clearly dictate how online activities on their site should be conducted. Terms may include age restrictions, intellectual property rights, permitted use provisions, and limitations of liability. For example, terms of use are often used to advise visitors that using material discovered on the site may constitute copyright infringement and is therefore prohibited.

Do I Need These Agreements?
In most instances, privacy policies focus on proper disclosures or practices, whereas terms of use address the permissions granted between the user and the website. Although there is no overarching legislation that requires these agreements, businesses operating websites or mobile applications should still have both a privacy policy and terms of use. If legal issues arise regarding your data collection, these are two key documents courts will look to as they seek to understand the nature of your relationship with your users.

Privacy policies are needed to comply with federal regulations and local laws regarding data protection. These laws apply to the vast majority of websites because most websites collect personal information. “Personal information” includes everything from users’ names and email addresses to their IP addresses and device types. In other words, data collection practices that do not overtly collect private data may still be collecting personal information from website visitors using technology. Additionally, laws like the recently enacted California Consumer Privacy Act broadly apply to business owners who collect data and profit by selling the data or using the data in their marketing. These types of laws signal a push for legislation requiring transparency from businesses, and noncompliance could result in costly fines from local governments or the Federal Trade Commission, the agency in charge of enforcing most consumer data protection compliance and empowered with the authority to seek civil monetary penalties for violations.

Terms of use are needed to define permissible and impermissible website activities by users. For instance, a user may claim to be unaware of having engaged in wrongful conduct that triggered a termination of the user’s website account or access. However, if the terms of use agreement states the website owner’s right to take such action, the owner has put users on notice of permissible behavior and supported its ability to terminate access when violations occur.

We Can Help
Ensuring that your website has all of the legal agreements in place to protect your business should be one of your greatest priorities. Our dedicated staff is here to help you understand exactly what agreements you need and how they can best be used in order to protect your interest. Schedule an appointment with us today.


What Is a Promissory Note and When Should I Use One?

What Is a Promissory Note and When Should I Use One?

What Is a Promissory Note and When Should I Use One?

You have probably heard the term promissory note, but do you understand what a promissory note is and when one can and should be used? A promissory note is simply a written promise to repay someone who has loaned you money. More specifically, it sets forth the terms for repayment of a loan on or by a specified date. A promissory note can also require repayment on demand (when the note is presented for payment) or in installments over time until a specified future date.

Promissory notes are legally enforceable and are often used by companies and individuals to obtain financing from sources other than financial institutions. The alternative funding source may be a person, another company, or an investor—any person or entity that is willing to provide the financing to the issuer under certain mutually agreed-upon terms. This type of arrangement allows almost anyone to become a lender for any (legal) reason.

Promissory notes can be described as a hybrid of a loan contract and an IOU. However, there are a few important differences that must be understood. An IOU is a flexible informal statement that money is owed, but unlike a promissory note, it may not include detailed terms for repayment and thus may not be legally enforceable. Conversely, a loan contract is a complex, legally enforceable agreement that specifies what the lender can do to recover money owed (such as foreclosure) in the event the borrower fails to make payments owed. A promissory note does not usually contain the specific measures of a loan contract that can be taken if the issuer fails to make payment. Further, in the financial world, promissory notes can be sold.

A promissory note typically contains the following information:
● Name of lender
● Name of borrower
● Amount of debt owed (original principal amount)
● Nature of or reason for the debt
● Description of any collateral (item pledged for repayment of note)
● Frequency and size of repayments
● Interest rate
● Date and place the note was first made
● Maturity date for the note
● Signature of person who owes money to someone else (issuer)

There are many different types of promissory notes. Here are some of the most common types:

Basic note. This type of note simply serves as a promise that a debt will be repaid to the lender by the borrower and does not normally state a purpose.

Installment payment note. This type of note is often used when buying a car or major appliance. Often the dealership or store will offer an option to purchase the item and use a note setting forth the down payment and regular (installment) repayment terms. These notes generally have higher interest rates, and lenders often do not allow prepayment of the loan balance.

Real estate note. This promise to repay a loan used to purchase real estate is one of the most common types of notes. Like an installment note, a real estate note typically requires regular installment payments of the principal and interest and may require a final balloon payment. At the end of the term, the note may permit the borrower to elect to either pay the remaining balance (balloon payment) or reset the loan term at a higher interest rate. Normally, the real property being purchased is used as collateral to secure this type of note.

College loan note. A college loan note is commonly used to document a student’s obligation to repay funds used for education expenses. A private lender may require a separate note for each loan the student takes out. Some schools permit students to sign one master promissory note allowing the student to receive several federal loans conditioned on the school’s certification of the student’s eligibility. These types of notes include the student’s contact information as well as contact information for the student’s personal references.

Commercial note. If you borrow from a commercial lender, the note may state that full repayment is due immediately if you miss a payment or series of payments. The lender may include a provision allowing the lender to file an action to seize the collateral if the payments are missed.

Investment note. Instead of obtaining a loan from a bank, business owners often execute an investment note to borrow money from investors to use as capital for their business in exchange for specified repayment terms or ownership in the business.

Personal note. This type of note usually documents a loan agreement between friends or relatives and may include flexible repayment terms allowing the borrower to make payments without imposing a specific due date.
If a borrower stops making payments or does not repay the loan in full, the lender must enforce the note in accordance with its terms. If the note is secured by collateral, then the lender has the option to seize the collateral according to the terms of the note. If the note is not secured by collateral, the enforcement process is more complicated. In either event, the lender should make an effort to communicate with the borrower to try to reach an agreement. The lender may need to send a demand letter, hire legal counsel, or file an action in court to collect payment.

Because of their frequent use in business (and personal) contexts, promissory notes are vital to our financial world. Understanding them and the different ways they can be used is essential for you and your business. It is also important for a promissory note to be well-drafted. Call us today to schedule a consultation. We can help ensure that the promissory notes you execute on behalf of your business properly reflect your agreements with your lenders.

Strategies for Protecting Your Business’s Intellectual Property

Strategies for Protecting Your Business’s Intellectual Property

Strategies for Protecting Your Business’s Intellectual Property

Before launching a business, entrepreneurs spend a substantial amount of time and money researching and developing their products or services. You may have worked with graphic designers and a marketing team to create a brand name and logo for your products or services. As the business grows and your products or services take off in the marketplace, competitors or counterfeiters may try to undercut you by producing knockoff products or infringing your marks.
Consider implementing a brand protection strategy as part of your advertising and marketing game plan to combat this interference. While it is understandable to want to invest in expanding the business and reaching more consumers and clients, you must also protect the assets you have spent valuable time and money creating. As a business owner, there are several things you should do to protect your brand in the marketplace:

1. Create strong and distinctive trademarks. When selecting a trademark, it is important that the mark be distinctive. The more distinctive a mark, the stronger it is, and the greater protection it may be afforded under trademark law. Generic terms, which name the products or services offered, are the least distinctive and therefore the weakest marks. Trademarks that are merely descriptive of the product or service are also relatively weak and may only obtain limited protection. By contrast, suggestive marks (a step above merely descriptive marks that suggest something about the protect or service, e.g., Netflix), arbitrary marks (such as Shell for gas stations), and fanciful or coined marks (such as Xerox) are the strongest marks. If your mark includes any design elements, they should also be distinctive; more intricate designs may deter copying or counterfeiting.

2. Protect your intellectual property. Make a list of the intellectual property your business owns to identify elements that should be registered for copyright, trademark, or patent protection. If it is a brand name, slogan, or, logo, seeking trademark protection may be appropriate. If you have written content on your website such as a song, book, or another type of creative work, you should consider obtaining copyright protection. If one or more of your products is a unique invention or design process, then you should consider applying for a patent.

Patent, trademark, and copyright protection are available at the federal level, and most states also allow you to register your trademark at the state level, which may be an appropriate strategy if your mark is more regional and you are unsure if you are going to enter the national market. If you obtain a federal trademark registration, you can use the “®” symbol in connection with your mark. Use of this symbol deters counterfeiters and confers additional advantages if it becomes necessary to defend your mark. Finally, business owners should consider recording their intellectual property with U.S. Customs and Border Protection so that infringing or counterfeit items can be seized before entering the country.

3. Inform, inform, inform. Provide notice on your website, printed advertising, marketing materials, and packaging that you own certain trademarks, copyright, and patents. In some cases, failure to display notice of ownership of your intellectual property rights can waive certain rights. You should also inform consumers about how to spot a fake product and to notify you if they find one. Include a statement in your terms and conditions that the content on your website is the business’s intellectual property and that you will enforce your rights in it. Allow customer reviews on your website. This serves a two-fold purpose: It may alert you that a customer found a cheaper knockoff elsewhere so you can investigate a possible copycat, and it will help you identify issues with a product so you can improve it.

4. Monitor your intellectual property. You must monitor and defend your intellectual property to avoid losing your rights. Monitoring involves checking the internet for unauthorized uses of your intellectual property as well as monitoring for infringement in brick-and-mortar stores and at trade shows. If you discover that someone is infringing one of your products or a mark, you must take action. Failure to take action could be considered a waiver of your rights. There are services available that can help you monitor and defend these valuable assets.

5. Send cease-and-desist letters or file a lawsuit. What should you do if you discover infringement of your product or mark? You must send a letter to the infringer to demand that the infringer stop using your mark or other intellectual property immediately. In the letter, you should specify the nature of the infringement or unauthorized use, including when and where the infringement occurred and any other pertinent details. You should also inform the infringer that you are claiming ownership of the product or mark at issue and that if the infringing activity does not cease, you will file a lawsuit. If your letters and actions are ignored, you should consult an intellectual property attorney regarding the advisability of filing a lawsuit.

6. Keep improving. What is one of the best ways to stay ahead of an infringer? Be proactive! Devote time and resources to continued product development and improvement. Making changes to your products and services to reflect advances in technology and shifts in consumers’ and clients’ needs will help you stay ahead of your competitors.

Creating a brand protection strategy may seem daunting, but so did starting your business. It is crucial to protect the valuable time and money you spent on research and development to create and launch a product or service. An experienced intellectual property attorney can assist you in developing and maintaining your brand protection strategy by helping you identify which assets should be protected and guiding you through the registration process. An attorney can also help you create terms and conditions for your website, send cease-and-desist letters to an infringer, and file an infringement suit if necessary. Call us today to set up a consultation. We can help you get started with protecting one of your most important assets—your brand.