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Business & Corporate Law

Choosing the right business structure affects liability, taxation, and exit options. Free consultation available.

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Starting or Running a Business
Formation, LLCs, contracts, leases
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Dispute or Exit
Partner disputes, non-competes, dissolution, succession

Formation & Operations

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Starting & Structuring a Business
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LLC Operating Agreements: The Document That Prevents Disputes
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Contract Drafting, Review & Negotiation
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Commercial Leases: Key Terms, Common Traps & Negotiation Points
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Buying or Selling a Business
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ISO Agreements & Payment Processing
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LLC vs. Corporation vs. Partnership: Choosing Your Entity
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Business Startup Compliance Checklist (Bucks County)
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Employment Agreements, Confidentiality & Trade Secrets
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Independent Contractor vs. Employee Classification
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Corporate Transparency Act: BOI Reporting
Forming an LLC? The $125 filing fee is the easy part. The operating agreement is what matters. Get it right from day one.
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Disputes, Exit & Succession

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Business Disputes & Commercial Litigation
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Non-Compete, Non-Solicitation & Restrictive Covenants
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Business Succession Planning
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Business Dissolution & Winding Up in Pennsylvania
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Purchase Money Mortgages & Seller Financing
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Shareholder & Member Deadlock: Buy-Sell Agreements

Common Questions

Do I need an LLC or can I just operate as a sole proprietorship?

You can operate as a sole proprietorship, but you'll have zero liability protection. If someone sues your business, your personal assets (home, savings, vehicles) are exposed. An LLC costs $125 to form in PA and separates your personal and business assets.

How enforceable is my non-compete in Pennsylvania?

It depends on three factors: duration, geographic scope, and scope of restricted activity. All three must be reasonable. The consideration issue is critical: if you signed it after you were already employed, was there new consideration beyond continued employment?

My business partner is stealing from the company. What can I do?

You may have claims for breach of fiduciary duty, conversion, and fraud. You can petition the court for an accounting, seek injunctive relief to freeze assets, and potentially pursue involuntary dissolution. Document everything and consult an attorney immediately.

I formed my LLC online. Am I all set?

You have Articles of Organization filed with the PA Department of State. You are not 'all set.' Online formation services typically don't prepare an operating agreement, register you with the PA Department of Revenue, advise about the annual report filing requirement ($7/year, due by September 30), or address S-corp tax election.

What's the difference between an asset sale and a stock sale?

In an asset sale, the buyer picks which assets to buy and which liabilities to assume. In a stock sale, the buyer gets everything; assets and liabilities. Buyers usually prefer asset sales (less risk). Sellers usually prefer stock sales (capital gains treatment, clean exit).

Can I get out of a contract I signed?

Generally, a signed contract is binding. But there are defenses: fraud, mutual mistake, unconscionability, impossibility, and breach by the other party. Also review the contract's termination provisions.

What is a confession of judgment clause and should I worry about it?

Yes. It lets the other party get a court judgment against you without prior notice or a hearing, simply by filing a complaint. Common in PA commercial leases and promissory notes. Read every contract carefully before signing.

What is a purchase money mortgage?

It's when the seller finances part of the purchase price. In PA, a purchase money mortgage has automatic first-lien priority even over pre-existing judgment liens against the buyer (42 Pa.C.S. Β§ 8141).

Business Disputes & Commercial Litigation

When business relationships break down, the stakes are often existential. We handle disputes between business partners, contract breaches, vendor…

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Business Dissolution & Winding Up in Pennsylvania

Why Proper Dissolution Matters Closing a business is not as simple as locking the door and walking away. A business entity, whether it's an LLC,…

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Business Startup Compliance Checklist

Step-by-step Pennsylvania business startup: choose entity, reserve name, file formation, EIN, tax registration, Bucks County licensing, zoning,.

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Business Succession Planning: Protecting Your Business and Your Family

Pennsylvania business succession planning, buy-sell agreements, entity valuation for estate and inheritance tax, family transitions, and key-person.

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Buying Or Selling A Business

Business acquisitions and sales are among the most complex transactions in commercial practice. Whether you're buying your first business or selling

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Commercial Leases: Key Terms, Common Traps & Negotiation Points

A commercial lease is nothing like a residential lease. There's no implied warranty of habitability, no security deposit limits,.

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Contract Drafting, Review & Negotiation

A well-drafted contract prevents disputes. A poorly drafted one creates them. We draft, review, and negotiate commercial agreements for businesses at…

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Corporate Transparency Act: BOI Reporting for Pennsylvania Businesses

The Corporate Transparency Act required BOI reports from most U.S. businesses. As of March 2025, domestic entities are exempt.

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Employment Agreements, Confidentiality

Pennsylvania employment at-will doctrine. Free consultation available.

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Independent Contractor vs Employee

Pennsylvania economic reality test vs. IRS common-law test. Control, integration, investment factors. Free consultation available.

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ISO Agreements & Payment Processing Intermediaries

Independent Sales Organizations (ISOs) operate as intermediaries between merchants and payment processors, a complex, highly regulated space. Whether…

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LLC Operating Agreements. The Document That Prevents Disputes

Pennsylvania doesn't require LLCs to have an operating agreement, but not having one is like owning a house without homeowner's insurance.

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LLC vs. Corporation vs. Partnership

Pennsylvania entity comparison: LLC, S-Corp, C-Corp, General Partnership, and Limited Partnership. Free consultation available.

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Non-Compete, Non-Solicitation & Restrictive Covenants

Non-compete agreements are enforceable in Pennsylvania, but courts apply them with skepticism. A non-compete that is too broad will be reformed, or…

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Purchase Money Mortgages & Seller Financing

A purchase money mortgage (PMM) is a mortgage given by the buyer to the seller as part of the purchase price (essentially, the seller becomes the lender.…

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Shareholder Member Deadlock Buy Sell

Pennsylvania deadlock remedies, buy-sell agreement types, and valuation methods. Free consultation available.

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Starting & Structuring a Business

Choosing the right entity structure is one of the most consequential decisions a business owner makes. It affects taxes, liability, succession, and your…

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Ready to Discuss Your Situation?

Free consultations available for most practice areas.

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