Business Transactions

November 19, 2015

What’s in a Name? Name Change Petitions in New York State

Our firm often receives inquiries from individuals who desire to legally change their name. People may desire to change their name for many reasons. Some want to avoid a name which may be linked to celebrities or individuals with unsavory or even criminal histories. Others may need their name legally changed so that it matches other legal documentation that they may have, such as a passport. Whatever the reason, this post will discuss the legal requirements required for name changes in New York State.

The first step in legally changing one’s name is to file a Petition in the Supreme Court in the county in which the individual currently resides. There are legal requirements regarding the contents of the Petition, including whether the individual has ever been convicted of a crime, judgments against the individual, pending litigation involving the individual, and information regarding child support and spousal support obligations. The reason that this information is required is that a person may attempt to evade legal obligations, such as judgments or child support, by changing their name. In order to prevent this, a name change Petition will not be accepted unless all information regarding such outstanding legal obligations is provided.

The Petition also has to provide the reason for the name change application. As discussed above, there are many valid reasons for such application. Once the Petition is complete, it is filed with the appropriate Court. The Court will also require a certified copy of the applicant’s birth certificate, showing the original name.

November 5, 2015

Arbitration as an Option to Resolve Legal Disputes in New York

By Weiss & Weiss

A recent series of articles in the New York Times discusses the growing prevalence of arbitration in resolving legal disputes. This blog has previously discussed arbitration proceedings in the context of New York Yankees slugger Alex Rodriguez (hereinafter “A-Rod”), discussing his attempt to reverse an arbitration ruling which upheld his long suspension. As baseball fans are aware, A-Rod was unsuccessful in having his suspension overturned, and ended up sitting out the entire 2014 season, and returned for the 2015 season, leading the Yankees in home runs.

A-Rod aside, the issue to be discussed is whether arbitration may be a better vehicle for dispute resolution than the traditional court system. In arbitration, parties agree to submit a dispute to a neutral, third party arbitrator, rather than to the court system. The first issue is the arbitrator to be utilized. Many contracts will state that the dispute should be submitted to a local branch of the American Arbitration Association (AAA). The AAA will generally supply a list of arbitrators with expertise in the area of the dispute, and the parties are allowed to rule out any arbitrators who may have a conflict of interest.

Other agreements may allow the dispute to be submitted to a religious tribunal, such as a Beth Din. This usually occurs when the disputing parties are members of the same religious group and prefer than their dispute be heard by members of their group, rather than in the Court system. Of course, if one of the disputants is not a member of the group, they may feel that they are at a disadvantage when the dispute is heard. Another aspect is that a religious arbitrator may apply religious doctrine and scripture, rather than civil law, in making their decision.

September 17, 2015

Eye of the Tiger: The Rights of a Copyright Holder

By Weiss & Weiss

The political season is well under way. Given that our country’s next presidential election is about 14 months away, we see more and more politicians gearing up for a run for our nation’s highest office. Another well-worn aspect of such political events is the use of a popular song by the politician during a rally.

Going hand-in-hand with such use of a song is the usual objection by the songwriter when the politician using the song has political views objectionable to the writer. Some recent examples are Donald Trump’s use of R.E.M.’s song “It’s the End of the World as We Know It (And I Feel Fine),” and Rowan County, Kentucky Clerk Kim Davis‘ use of the song “Eye of the Tiger” by Survivor when rallying against the issuance of marriage certificates to same sex couples.

In each case, the musician has objected to the use of their song during these political rallies. This blog post will explain the legal underpinnings of such objections. Who has the legal right to prevent a song from being used, and under what circumstances? The answer lies in the U.S. copyright law.

May 8, 2015

Employment Issues as Related to New York State Religious Corporation Law

By Weiss & Weiss

Our firm is often retained to represent parties relating to their employment at religious institutions. Such employment refers to, among other persons, the clergy, whether it is a Rabbi or Cantor at a Synagogue, a Minister or Reverend at a Church, or an Imam at a Mosque. A dispute may arise between a clergyperson and the institution at which they officiate. Such disputes may be the result of the termination of said employment, the interpretation of an employment agreement, or the failure of the institution to make payments pursuant to a retirement agreement or pension. This blog post will discuss the various legal issues relating to such disputes.

The first issue relating to a clergy’s employment is whether the individual at issue is an independent contractor or an employee. An exact legal definition of these categories is beyond the scope of this post. However, many smaller institutions attempt to categorize their clergy as independent contractors. This usually means that no taxes are withheld from their pay, and they are free to set their own hours and employment conditions. An employee is subject to W-2 tax withholding, and must generally keep regular hours and is subject to a greater degree of control by the institution in question.

If the individual clergy is classified as an employee, the next question is whether there is a written legal contract for their employment. Most clergy will have a written agreement with the religious institution which sets forth their terms of employment, salary (including any bonuses or pensions), benefits, renewal terms, and duties which they are expected to perform. Such agreement will usually be for a set period of time (for example, five years), and may contain provisions for renewal after expiration.

April 30, 2015

Recent Developments in New York Religious Corporation Law

By Weiss & Weiss

News outlets have recently reported a case involving a dispute over the sale of a synagogue located on the Lower East Side of New York City. Certain individuals, claiming to be members of the Board of Trustees, have submitted a petition to the New York State Attorney General seeking approval for a sale in the amount of Thirteen Million Dollars.

At issue is a dispute over whether the individuals who claim to be Board Members are, in fact, legally elected Board Members of the institution in question. Since the synagogue has been in existence for seventy-six years, there are many legal issues related to the authority of any individuals may have the authority to petition the Court to allow a sale of the property, which is also being used as a nursing home for the aged. An excellent overview of this highly contentious case to date may be found by reviewing a recent article in the New York Observer.

Readers of this blog may recall that this subject has been written about by us previously. A dispute involving a Hindu temple was analyzed in a recent post. Of course, every case has its own unique set of facts, but it is important to note that Courts are reluctant to intervene in decisions that are essentially religious in nature, for example, if a spiritual leader decides to excommunicate certain members. Such excommunicated members will have a difficult time finding a Court to overturn such a decision, due to First Amendment concerns.

October 24, 2014

Surrender of Lease Agreements in New York

By Weiss & Weiss

Quite often, our firm is consulted by both landlords and tenants regarding the termination of a lease prior to its legal end date. For example, a lease may have a term which runs through December 31, 2020. In certain situations, the parties may agree to terminate the lease prior to this date. This can happen for several reasons. A tenant may need to move out for personal reasons, or because conditions at the premises are not acceptable. A landlord may decide not to hold a tenant to a lease term if they believe they can re-rent the premises at a higher rent. In commercial lease situations, a business renting a store or other commercial space may decide it needs to close for financial reasons, and wants to return the space to the landlord without a legal conflict.

In such situations, we recommend that all parties engage legal counsel to draft a Surrender of Lease agreement. A Surrender of Lease Agreement is a document negotiated between a landlord and a tenant through their legal counsel. It amends the original lease agreement so that the lease term can end at an earlier date than initially contemplated by the parties. There are several important issues which must be negotiated and delineated in such an agreement, which will be discussed in this blog post.

The first issue is the date of the surrender. This is the date that the tenant agrees to vacate the premises and return the keys to the landlord. It is standard that the tenant also agrees to leave the premises in “broom clean” condition and without any major damage, just as it had agreed in the original lease. Our firm often recommends that a tenant hire a professional cleaning service to ensure that there are no issues with the condition of the premises after move-out.

August 4, 2014

Elmo (and others) in Times Square: The Legal Issues

By Weiss & Weiss

In the news are stories concerning costumed characters in Times Square. For those who have not visited the center of New York City lately, individuals dressed up as Elmo, Super Mario, and Spider-Man, and others have been congregating in Times Square. They entertain tourists, and many people like to have their pictures taken with them. Unfortunately, some of these “characters” have become aggressive, demanding money from tourists for having their photos taken, and recently, “Spider-Man” has been arrested for an altercation with a New York City police officer.

New York City officials are now considering their options regarding licensing these individuals and imposing other legal restrictions on them. Legally, there are several issues in play. The right of any individual to congregate in a public place and to ask others for money may be protected by the First Amendment to the United States Constitution, which protects freedom of speech and freedom of assembly from governmental restriction. Of course, there may be reasonable limitations placed on such freedoms, especially where it may interfere with the safety of others. Previous court decisions in New York have ruled that the right to ask others for money in a public place constitutes freedom of speech and cannot be considered criminal behavior.

Another legal issue is the whether the right to appear in public as certain characters from fiction is an infringement upon the owners of those characters. The legal rights to both the names and appearances of many of the characters appearing in Times Square, such as Elmo and Spider-Man, are owned by large corporations. The costumes, names, and persona of these characters are protected by legal trademarks. This means that no one can generally use these characters for commercial purposes without the consent of the trademark holder. Such consent usually also involves payment of royalties to the trademark owner.

July 10, 2014

Buyouts Between Landlords and Tenants in New York

By Weiss & Weiss

A recent article in the New York Times discusses the issue of landlords making cash offers to “buy out” tenants of their rent regulated tenancies. Our firm has handled these situations, representing both landlords and tenants in different transactions regarding such buyouts.

The reason behind such offers is the rent regulation system currently in place in New York City. Many, but not all, apartments in New York are subject to rent regulation. Rent regulation applies to apartments renting below a certain amount, but does not apply to rentals of a condominium or cooperative unit by its owner. Whether an apartment may be subject to rent regulation is a complicated issue and can be the subject of additional legal proceedings, with which our firm also has extensive experience.

Once an apartment is subject to rent regulation, a tenant residing therein has certain legal rights regarding their tenancy. The first right is the amount of the rent paid by the tenant. This amount is determined by an extremely complicated formula, in which the following factors are taken into account: the rent paid by the prior tenant, increased by a “vacancy allowance,” plus increases may be allowed for improvements made by the landlord to the apartment, such as the installation of new appliances, new windows, and so forth. Renewal leases are subject to particular limited on rent increases determined annually by the Rent Guidelines Board.

June 19, 2014

Trademarks and the Washington Redskins Decision

By Weiss & Weiss

Recently in the news is a decision by the United States Trademark Trial and Appeal Board concerning the registration of the trademark for the Washington Redskins football team. Longtime readers of this blog will recall that a prior post explained the difference between copyrights and trademarks. To summarize, a trademark is legal protection for a trade or business name used to identify goods and services in interstate commerce. To obtain such protection, one generally applies to the United States Patent and Trademark Office in Washington, D.C. The applicable procedure is one which can be done online. Our attorneys are familiar with the application process and can assist potential applicants.

Once the application is submitted, an examiner at the United States Patent and Trademark Office will review the proposed trademark. They will check as to whether the proposed mark is “confusingly similar” to any prior registered mark, and may deny the application if it is. Other technical issues may also be raised by the trademark examiner.

If the applicant has an issue with the decision of the trademark examiner, then the trademark examiner’s decision can be appealed to the United States Trademark Trial and Appeal Board (TTAB). Any such appeal would be heard by a panel of three Administrative Trademark Judges. Each Judge will then vote on the appeal, with the majority becoming the decision of the TTAB in a particular case.

January 30, 2014

Non-Compete Clauses in Commercial Leasing

By Weiss & Weiss

464 PG 02.JPG A prior blog post discussed the legal issues relating to the sale of a business or professional practice. One issue mentioned in that article was that of a non-compete clause. This blog post will discuss that issue in further detail as it applies to commercial leasing.

As a great deal of commercial space in the New York metropolitan area involves shopping centers and strip malls in which the stores are in close proximity to each other, a non-compete clause may be essential for a tenant. A non-compete clause in a commercial lease involves an agreement between the landlord and the potential tenant that the landlord will not rent space to a competitor of the tenant, or to a business that draws the same customers who may choose to do business with one tenant as opposed to another. A non-compete clause also comprises the tenant’s promise not to engage in particular business activities. For example, if the tenant sells office supplies, then the tenant may ask for a clause in their commercial lease by which the landlord is prohibited from renting any space in the same shopping center to another store that sells office supplies. In subsequent leases with new tenants, the landlord needs to include the prohibition from selling office supplies so that new tenants do not violate the landlord’s promise to the office supply tenant.

Of course, it is essential that such a clause be drafted with specificity and contain language sufficient to make it clear which competitors, specific activity and types of businesses are prohibited. For example, using the office supply example above, a non-compete clause must be very specific in the types of sales that are prohibited. Many establishments such as grocery stores and drugstores sell items such as writing implements and stationery, even though it is not their primary business. A non-compete clause should be crafted for the specific inventory of the store in question while also providing the business with opportunity for growth and change in inventory as needed.