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M&A Nugget: Shhhh…Keep It Secret

Sellers usually do not want the world to know the terms under which their business is sold, especially the purchase price.  Purchase agreements therefore typically contain a confidentiality provision requiring both sides to keep the transaction and its terms confidential.  There are, however, exceptions to this “keep it secret” obligation that should be included in…

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Is This The Right Time To Sell My Business?

For many years this was a rhetorical question business people usually asked their lawyers and advisors only when they began contemplating their own retirement.  In today’s more complex business environment, however, the question of when is the “right” time to sell a business may be ripe for discussion much sooner, because it now has strategic…

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Notice of Rights Enhances Trade Secret Protection

In order to access the full range of remedies the Defending Trade Secrets Act of 2016 (DTSA) offers, a trade secret owner must notify employees and contractors of certain rights they have under the DTSA. The DTSA allows a trade secret owner to seek damages and injunctive relief in federal court against someone who misappropriates the company’s…

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The J1 Foreign Residence Requirement

Medical Training and 212(e) Every year, many foreign medical graduates come to the United States on a J1 visa to complete their medical training as residents or fellows. Foreign medical graduates must pass the U.S. Medical Licensing Examination (USMLE), complete a medical residency in the U.S. and become licensed in a particular state to qualify…

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From Palette to Protection: When Does Color Function as a Trademark?

Back when my daughter was in third grade, parents were invited to her classroom to talk about their jobs. I talked about trademarks and brands, discussing products they would appreciate, like HOT WHEELS miniature cars and AMERICAN GIRL dolls. At one point, I told the students that a color can be a trademark and that…

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OK at Work: Religious Accommodations in the Workplace

On this week’s OK at Work, Sarah Sawyer and Russell Berger discuss an employer’s obligations to provide religious accommodations to its employees.  From determining whether an employee has a sincerely held religious belief to assessing whether a potential accommodation creates an undue hardship, employers need to treat such requests carefully to ensure compliance.  Listen to…

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Are You Complying with State Telehealth Licensing Laws, Post PHE

  Question:  Now that many of the state waivers that had allowed healthcare professionals to provide telehealth services from one state to an individual residing in another state have ended, do I need to be licensed in every state where my patients reside in order to provide the patients with telehealth services? Answer:  It depends…

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M&A Nugget: Representations And Warranties Insurance

If you read a business purchase agreement carefully, you cannot help but notice that more pages are devoted to the seller’s representations and warranties than any other topic.  A substantial amount of time and costs are spent negotiating the representations and warranties.  Sellers are left at risk for an indemnity claim, especially in deals in…

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M&A Nugget: Health Care, Beware

The acquisition of a health care entity implicates two major federal statutes aimed at the health care industry.  The Anti-Kickback Statute prohibits offering, paying or soliciting anything of value in return for referrals of heath care business covered by federal programs.  A second law, known as Stark, prohibits physicians from referring Medicare patients for designated…

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Recent Changes to New Jersey Child Support Laws

Unbeknownst to many parents and divorcés in New Jersey, the state implemented a new set of child support laws one year ago on February 1, 2017. The new legislation – which affects all child support Orders created and maintained within New Jersey – makes numerous changes and steps that might already be affecting you and…

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