The Importance Of A Non-Circumvention Clause In Commercial Contracts
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The Importance Of A Non-Circumvention Clause In Commercial Contracts

Many business owners, including experienced ones, might never have heard of a non-circumvention clause, however, if your commercial lawyers advise you to include one in any contract you create with your clients or customers, then we highly recommend that you follow their advice.

The reason for that is a non-circumvention clause can help to prevent damage to your business, including maintaining revenue levels and subsequently profits, especially if you are in a highly competitive market sector or location. As for what a non-circumvention clause is, how they are used within the commercial world, and their importance, then please read on and we will explain all.

Non-Circumvention Clauses Explained

The simplest explanation we can give you of a non-circumvention clause is that it places a restraint on another party which you are doing business with that prevents them from bypassing your business, and instead dealing with those companies and other entities which either supply you or provide a service for you.

A simple example would be a company that supplies local car repair companies with spare parts for cars. They could include a non-circumvention clause to prevent their clients from going directly to the manufacturing company which makes the car parts from which they purchase wholesale and then sell on a retail basis.

online payment structure
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Developing a Payment Structure for Your Online Business

Online business in Australia is heavily regulated, which means that you need to understand your legal obligations before you begin accepting online payments for goods or services. A decent commercial lawyer who offers legal advice will be able to help you with this.

However, we understand that sometimes you want quick answers. We’ve therefore put together this quick guide to help you develop a functional payment structure for your online business that complies with Australia law.

Why do I need to think carefully about my online payment structure?

There are literally hundreds of different ways to accept online payments in the modern world. The experts at web design sydney will tell you the popular methods like PayPal and credit card payments have been around for years, but more payment gateways are being created every year.

For example, the recent rise of the cryptocurrency market has led to a lot of online businesses accepting Bitcoin payments. Although this is a bit of a grey area, it’s usually ok to accept crypto payments as long as you have a decent record keeping system.

Speak with your commercial lawyer or online legal advice professional to develop the best payment solutions for your new online business. Consider the best way to keep records for your business, along with the most cost effective solutions.

What should I consider when putting my payment system together?

There are a few things to think about when you’re developing your payment system. They include:

  • Carefully consider your record keeping and tax requirements and make sure that you’re meeting them.
  • Think about your potential customers. How will they want to pay?
  • If possible, try and integrate a range of payment solutions to diversify your business and target audience.

There’s no clear set of rules to follow when you’re putting together a payment system for your online business. However, you should think about consulting a commercial lawyer if you’re not really sure what you’re doing.

Personal-Client-Information
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Personal Client Information and Your Business

When you have a business that needs to handle and/or store personal information from clients, it is essential to comply with the Privacy Act, known as the Australian Privacy Principles (APP). According to digital marketing experts Slinky Web Design you may have a business website that handles customer credit card transactions that your online marketing agency has set up for you.

Even if you have as carpet cleaning business, having lawyers to help you will ensure your business is in compliance and they can also tell you if it is necessary for you to do so. Not all businesses need to.

This is just one of the many reasons it is wise to retain solicitors for your business. At least they will know all the details about your business and be able to give you the advice your need quickly.

Not all businesses need to know their clients personal information to conduct business. This personal information includes such things as…

Buying-Established-Business
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The Advantages of Buying an Established Business

If you’ve longed to run a business and work for yourself rather than putting up with a boss there are two options. Buy an established business by browsing online business sales websites or contact a business broker, whether you want to run a commercial cleaning operation or digital marketing agency – or start up a new one from scratch.

Both options have advantages and disadvantages, but whichever you decide on, it’s a good idea to consult with lawyers before signing on the dotted line. That way you’ll be sure that all is as it seems and your solicitors will be available to you whenever you need them to ensure everything is done legally.

While it may seem cheaper to start up your own business, there are several good advantages of purchasing one that is a going concern already. Here are some of them.

  • There will be immediate income to help pay costs.
  • Many lenders view an established business as a better risk than one still in the pipeline.
  • There are fewer decisions to make as everything is already there. For instance, if you buy a coffee shop, you won’t have to decide on the decor, or how to set up the furniture.
  • There is less work involved in setting it all up.
Starting-Your-Own-Business
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Pros and Cons of Starting Your Own Business

There are many advantages to starting your own business, but there are also some disadvantages. Even though you may be fed up with working for a boss in the SEO agency, it is wise to take all these into consideration before starting up your own business. Consulting with a lawyer for legal advice is one of the best ways to get a deeper understanding of everything that must be done. Following your solicitors advice will ensure your business is legally set up, but they will also help you with many other aspects of running a business.

Here are some of the pros and cons of starting a business from scratch: –

Enemy in a Divorce
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Snapchat, Twitter and Instagram May Be Your Worst Enemy in a Divorce

No one can argue that social media has permeated every aspect of our society.  Everyone from your youngest friend to your oldest relative communicates on one form of social media or another.  As of 2017 a huge 81% of people had a social media profile of one kind or another.  With numbers that huge it’s a safe assumption that the parties involved in a divorce will have one or even all of these types of accounts.  Experienced family lawyers will tell you the consequence is that documenting and presenting social media evidence is now a critical part of family law proceedings.

Ultimately, the statements on social media are often a doubled-edged sword:  they are typically emotional, sometimes rash.  One the one hand, social media is uniquely set up to be electronically preserved since it exists in a digital format already.  What is said, posted, or streamed on social media now becomes a prime opportunity to illustrate negative behavior about an opposing party.  Here’s an example: if one party claims that the other has a substance abuse issue, a Facebook album titled “Trashed Tuesdays” full of documented drunken exploits could certainly be useful evidence.

People are people, as the saying goes, and it’s often difficult, if not impossible, to get them to stop “knee-jerk” reactions to a baiting Facebook post, or to stop posting damaging or derogatory thoughts about the opposing party via social media.

Business Contract
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Need Guidance with your Business Contract?

Commercial Law Specialists can help you understand Terms and Conditions

You may wish to start or operate a business with multiple partners as this often brings its own set of advantages to the business. Commercial lawyers can help you understand the legal jargon as well as terms and conditions mentioned in business agreement. Interpreting the different conditions and stipulations will help you understand your position as a partner. Businesses owned by multiple partners (as opposed to a sole proprietor) enjoy certain benefits. For example, the business may be able to borrow a greater amount of money from lending institutions (like banks) compared to what a sole proprietor may be able to borrow on his or her own. Similarly, risks tend to be spread out among partners rather than incurred by a single individual and moreover, you can share management and control with other partners.

However, it is not practical to agree to all the terms and conditions orally (In cases of breaches of contract etc and in the absence of a formal contract, these situations could be difficult to resolve). People may often forget verbal conversations and this is why it pays to have a contract in place. The business agreement is a formal, written contract that clearly explains the expectations of all the parties as well as describes actions in the event of other eventualities. Rather than simply agree to an oral agreement, a written business contract is legal and legitimate and it’s crucial that you understand the terms that you’re agreeing to. In addition to containing clauses, terms and conditions that will be honoured in an Australian court of law, business contracts also help safeguard the resources of the business from fraud.

Professional Legal Advisors will tell you that you may require a business contract in any of the following situations:

shareholder-disputes
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3 Ways to Handle Shareholder Disputes

There are many people involved in running a business from management to staff to shareholders. Often disputes arise, especially when shareholders think management is making poor business decisions that affect their income from the business. When disputes arise they often need to be handled by a commercial lawyer, but there are some other methods that can be used to get the issues solved quickly and cost-effectively.

  • This is when an independent mediator is used to help the parties involved make good decisions. The mediator doesn’t make the decisions; their expertise lies in facilitating discussion and defusing tense situations that do nothing to help get the matter resolved. An independent mediator is a neutral party who is not affected by the outcome of the dispute; this is why both parties feel they can be trusted.
Causes-of-Litigation
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The Many Causes of Litigation

When you own or run a business, litigation is one of the many hazards that you may face.  It is essential to consult with your commercial lawyers for sound legal advice and find out what steps are needed to resolve all kinds of disputes quickly and prevent litigation that could be the ruination of your business. Taking out insurance to cover litigation is also essential, otherwise you could find yourself bankrupt.

Here are some of the causes of litigation that businesses face and tips to prevent it: –

  • Accidental or intentional injury of a client or customer on the business premises. Prevention includes ensuring your workplace is safe for both customers and employees. Prompt dispute resolution practices should be instigated at the first sign of trouble.
  • Accidental injury of an employee during the pursuit of his or her employment. Workplace injuries are a fact of life. You can help prevent them by adopting safe practices and training staff to do their work safely.
  • Intentional injury by another worker on the premises. Another reason for dispute resolution strategies.
  • Defamation of a client or an employee by the company. Watch what you say. People can get irritated and say things they don’t mean. People can become offended and sue.
  • Sexual harassment by an employee or manager to an employee. Training staff how to behave properly should not be necessary – but it is.
Business-Structures
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The Different Kinds of Business Structures

If you are considering setting up a business, there are different kinds of business structures that you need to know about. This will enable you to decide which one best suits the type of business you have in mind. It is a good idea to consult with lawyers to ensure you are choosing the right structure and that you comply with all the rules and regulations. This could also assist you with any future possible business disputes including shareholder disputes.

Once you decide and start up your business, it is always a good idea to keep those lawyers on hand so you can get their advice on any legal matter that may arise. They will be familiar with your business by then and be able to offer the needed advice quickly, which is good when time is of the essence.

Here are the four main business models: –

  • Sole Trader – many people who set up a home business or an e-business at home are sole traders. As the name implies, they work by themselves without any employees. They alone are responsible for debts and they also own all the profits. They may need to consult with a solicitor to find out some of the things needed for their business. Council permission may be needed to start up a business from home, especially if clients need to go there.
avoid-litigation-in-business
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Common Sense Tips to Avoid Litigation in Business

Litigation is every business’s worst nightmare. Legal Advice will tell you that not only is it time consuming and expensive, the trauma of it all can cause you to feel ill and affect your ability to make good business decisions, so business growth will be hindered. It can also affect employee morale and the reputation of your business. That can cause a lot of loss and take years to recover from.

So how do you avoid litigation? Here are some common sense tips provided by experienced commercial lawyers to help you.

  • Every agreement you have with anyone to do with the business should be put into writing. Both parties should read and sign the agreement – in fact, a legal agreement should be drawn up by lawyers. Such agreements can be between suppliers, customers, business partners and employees. Without an agreement the terms discussed and agreed on can easily be forgotten or deliberately not adhered to and you have no way of forcing the issue.
  • As a business owner it is up to you to read all the agreements and ensure that the terms are adhered to by all parties. If you don’t know what these terms are, you won’t know whether they are being kept or not. You can easily be ripped off by a less than honest party who knows you haven’t read the terms of an agreement.
buying-a-business
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What to Know about Buying a Business

Many people decide to buy a business because they think it will be less work than a 9-5 job, or they think that at least they can’t be sacked. The first is simply not true and while the second may be true, a business can easily fail and so in that way they will lose their job – and often much more. So before you purchase a business, consult with commercial lawyers and an accountant to make sure it is a good deal.

Meanwhile, here is a checklist of things to see about before you buy.

  • Make sure the sellers are not due for pending litigation. This can point to problems with the business.
  • Do your financial due diligence by having an accountant crunch the numbers you’ve been given. They will soon seen if the profit has been artificially inflated just prior to selling.
  • Find out what the lease is on the business. If it is due soon and the landlord only gives short leases, this could be a red flag for a poor business choice.
  • Set goals for your business and ensure that there is nothing to prevent them from happening. Make sure the lease is fair and renewable and that there are no hidden costs.
  • Before choosing business to buy, make sure there is a good market for the things it sells.
franchise-contracts
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10 Points to Consider with Franchise Contracts

Many people join a franchise as a cheap way of going into business for themselves. Sometimes it works out well and sometimes it doesn’t, for various reasons. It is important to understand franchise contracts before you sign up. These have been drafted by experienced commercial lawyers and are quite comprehensive.

Here are 10 points to consider when it comes to franchise contracts.

  • The contract for a franchise is non-negotiable. If something does not suit you, there is no way to change it. This is because companies that run franchises find it easier and fairer if all their franchisees are on the same page.
  • If there is something in the contract that you don’t understand you can ask for a letter of clarification. This will usually be given because it helps to establish trust between the two parties.
  • If the franchise you have decided to buy agrees to negotiate certain terms, it should be considered a red flag, since typically these contracts are non-negotiable. It could mean that they don’t have many franchisees because the product is simply not selling well.
business-contracts-and-agreement
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10 Tips to Make Good Business Contracts and Agreements

Every business owner needs to know about contracts and agreements; they are all part of running a business. Unless you are highly trained in the matter, choosing commercial lawyers to draft them or at least read them through will ensure that the contracts are legal and fair and keep you out of trouble.  Here are some tips to make good business contracts.

  • Very often, an oral agreement is made when the situation is a simple one. However, even though in some cases an oral agreement is legal, it is rarely enforceable in a court of law. And in some cases such an agreement is not legal. It is far better to get the agreement in writing so both parties know where they stand.
  • Keeping it simple is the best way forward. Agreements don’t need to contain a lot of legal jargon that makes them difficult to read. However, they do need to cover everything. Make sure the paragraphs have numbered headings to help people understand what they are about.
  • Deal with management when getting an agreement. A person with a vested interest in the business will be more likely to ensure the agreement is not only fair, but adhered to by his employees.
  • Use the correct legal names of the parties to the agreement as well as the correct legal names of the businesses, including the Inc or Ltd suffix on the end. If this is not correct, you will have no legal recourse if things go wrong.
starting-your-own-new-business
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Checklist for Starting Your Own New Business

Some people have a dream to start their own business from scratch, rather than building on someone else’s business. It is a good idea to consult with commercial lawyers if you decide to go this route because there is a great deal involved that you may not know about. In fact, starting your own business can be hard work, so here is a checklist that will help you.

  • You need to know if your business idea is likely to be successful. Do some research and see if there are other similar businesses in the area that you would be in competition with. Find out if there is a market for your business. For instance, there would not be much need for wagon wheels these days, but coffee shops often thrive, especially if you can have a unique selling point. For instance, you could offer homemade blueberry pies.
  • Do you have the skills needed to run a business? You may be able to cook great blueberry pies, but if you don’t know anything about cash flow you could be in trouble. Taking the time to learn business skills could mean the difference between success and failure.
  • Are you a person with a vision, the initiative to put it into practice and the motivation to keep on even when you are tired and the going gets hard? If not, running your own business may not be for you.
business-insurance
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Why Insurance is Important in Business

Many business owners try to save money by not having any insurance or by not having enough. One is just as bad as the other if something disastrous like a flood or a fire wipes out your premises. You stand to lose everything and will have no way to recoup your loss. You will never be able to start up business again and may not be able to pay your debts. Commercial lawyers will tell you insurance is one of the most important aspects of a business.

Not having enough insurance is almost as bad as having none. There will not be enough to cover your loss and start up again if there is not enough insurance. The only good thing is that it may just cover your debts. But that is small comfort if you want to start your business up again.

There are different types of insurance you need for business.

  • Workers compensation if you employ staff.
  • Motor vehicle third party personal insurance.
  • Key person insurance, especially if you are the main one to run the business. Who will do the work if you are injured or ill?
  • Insurance to cover loss of equipment and stock due to environmental disasters, vandals or theft.
  • Public indemnity if you are a professional.
lease-assignment-and-sub-lease
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Lease Assignment and Sub-letting Issues

No one knows for sure what their future holds and there could be some circumstances where you cannot continue to operate your business and need to sell it. When you get sound legal advice a commercial lawyer will be sure this eventuality is provided for in the lease. There should be a clause stating that the landlord cannot reasonably stop you from assigning your lease to someone else.

You will need to do this if you sell the business before the lease is up, or sub-let it to another person. However, if this happens it is essential to ensure that in the original lease there is a clause to say that you will not be held responsible if the person to whom you assign the lease defaults on the  payments. Otherwise you can be held responsible for the cost of the lease when you are no longer running the business.

Grounds for refusing assignment

Reasonable grounds for refusing the assignment of your lease would be if the tenant had a poor credit history or if they intend to use the business for another purpose. Another reason could be if the potential tenant was not likely to be able to run the business properly. If the business failed, the tenants would not be able to pay the rent so the landlord would either lose the money owed to him or have to go to court to get it – a costly and time consuming process.