Wesley Jones

December 7, 2013 By Wesley Jones

NORTH CAROLINA NONCOMPETITION AGREEMENTS

1. Buying a New Business:

If you are buying a new business, either by an Asset Purchase or Stock Purchase, you should consider whether you should require the Seller and its owners and affiliates to sign a Non-Compete Agreement.

When you buy an existing business, part of what you are buying is the established know-how and goodwill that the Seller has accumulated through the years that makes the business successful.

You will be making an enormous investment into this business so you probably want to make sure the Seller, to whom you just paid a lot of money, will not set up shop right across the street in competition with you.

2. Starting a new Business or Operating an Existing Business:

Even if you are starting a new business or operating an existing business, you do not want Key Employees to steal your proprietary secrets and know-how that you have perfected over the years.

Way to often, employees will work for an employer for a number of years, acquire their customers lists, pricing guides, and other business operation methods, only to decide that they can do it better.

Why work for the owner when you can be the owner? Most businesses can benefit from have Key Employees sign a Non-Compete Agreement.

The terms of a Noncompetition Agreement will vary based upon your particular situation. However, all Noncompetition Agreements in North Carolina must be supported by adequate and New Consideration and they must be reasonable in scope as to Geographical and Time restrictions.

If you are Buying a New Business and want to protect yourself from the Seller competing directly against you and the new business OR if you have a New or Current Business where key employees have access to all of your proprietary business information, call an experienced lawyer to help you through the process. Call Wesley Jones now at 910-256-5800 for a free telephone consultation.

Wesley Jones is a Business Law Attorney serving all of Southeastern North Carolina including New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Carolina Beach and the areas of Ogden, Masonboro, Myrtle Grove, Landfall, and Mayfair), all of Pender County (e.g. Burgaw, Surf City, Hampstead and Topsail Beach) and all of Brunswick County (e.g. Bald Head Island, Bolivia, Calabash, Leland, Shallotte, Southport, Saint James, Ocean Isle, and Oak Island).

December 1, 2013 By Wesley Jones

ASSET PURCHASE AGREEMENTS IN NORTH CAROLINA

A well drafted Asset Purchase Agreement should address the following topics:

Both parties must clearly define which Business Assets are being sold/purchased (the Purchased Assets) and which Business Assets are not being sold/purchased (the Excluded Assets).

Asset Purchase Agreement

Both parties must clearly define what liabilities, if any, are being assumed by the Buyer (the Assumed Liabilities) and which liabilities will remain with the Seller (the Excluded Liabilities).

The Purchase Price, how it will be paid, whether a deposit will be required, if required, what kind a Security Agreement will be required by the Seller, and the date, time and place of Closing.

How the Purchase Price will be allocated among the Purchased Assets.

Representations and Warranties from the Seller that: The Seller has the requisite power and authority to execute the Asset Purchase Agreement and to carry out the acts contemplated thereby; and The Seller has good and marketable title to all of the Purchased Asset, free and clear of any liens.

Representations and Warranties from the Buyer that: The Buyer has the requisite power and authority to execute the Asset Purchase Agreement and to carry out the acts contemplated thereby.

The Agreement should list all the Conditions Precedent that must occur prior to Closing.

Optional Provisions may include an Indemnification clause, a Risk of Loss clause, a No Broker clause, a Best Efforts clause, a Non-Competition Agreement, and a Governing law and Venue clause.

If you are planning to sell the assets of your business and to purchase the assets of another business, call an experienced lawyer to help you through the process. Call Wesley Jones now at 910-256-5800 for a free telephone consultation.

Wesley Jones is a Business Law Attorney serving all of Southeastern North Carolina including New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Landfall, and Mayfair), all of Pender County (e.g. Burgaw and Topsail Beach, etc.) and all of Brunswick County (e.g. Bolivia, Southport, Ocean Isle, and Oak Island).

November 30, 2013 By Wesley Jones

BUYING AND SELLING A NORTH CAROLINA BUSINESS OR BUSINESS ASSETS

Are you considering Buying or Selling a Business or Business Assets? Where do you start?

If you are the Buyer should you buy the entire business (typically called a stock purchase) or just the business assets (typically called an asset purchase)? If you just buy the assets of another business should you do so as an individual or as a newly created entity such as a North Carolina Corporation or North Carolina Limited Liability Company? Should you require a Non-Compete Agreement with the Seller? Should you pay cash at closing or should your payment be structured over time?

If you are the Seller should you require cash at closing or accept payments over time? If you accept payments over time should you secure the debt with a UCC Financing Statement and/or a Personal Guarantee Agreement or other security interest?

As a Buyer or Seller does the North Carolina Bulk Sales Law apply to your transaction? These are just a few of the topics you must consider when Buying and Selling a North Carolina Business or Business Assets.

Call Wesley S. Jones now at 910-256-5800 for a free telephone consultation.

Business attorney serving all of Southeastern North Carolina including New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Landfall, and Mayfaire), all of Pender County (e.g. Burgaw and Topsail Beach) and all of Brunswick County (e.g. Bolivia, Southport, Ocean Isle and Oak Island).

November 27, 2013 By Wesley Jones

Construction Laws May Vary by State

Wilmington attorney, Wes Jones appreciates that managing a construction project is a tall order. Hiring subcontractors, securing surveyors and inspectors, purchasing materials and acquiring all the necessary permits for a building job are just the beginning. Dealing with weather, illness, and scheduling glitches present their own set of challenges.

When builders agree to work across state lines, which they often do, they may be surprised to learn that construction regulations can vary greatly. In fact, there may be a number of legal issues of which they are completely unaware. Because the legal aspects involved with both commercial and residential construction can differ from state to state, securing the services of an attorney familiar with those laws is strongly advised.

Builders that accept projects in North Carolina are often shocked to discover that individuals with very minimal ties to the job can sue them. For example, if the construction firm caused any delays, loss of profits, or was found negligent, someone outside of the “contractual privity” category is able to sue. Although many states make contractual privity a requirement, which serves to define the relationship and accountability between the parties in a construction contract, North Carolina does not in some cases. Other matters that are not the same among all 50 states are statutes of limitations and statutes of repose. These define how long a builder can be found responsible and be held accountable for damage or injuries suffered on, through, or by the construction site.

Even if you are familiar with the current laws on the books that govern construction practices, having an experienced attorney will help you stay one step ahead, especially when changes are made or new laws are enacted. For example, here along the Cape Fear coast, many were caught off guard with the new flood insurance legislation and how it impacts both new construction and renovation projects.

To avoid any surprises and for optimum piece of mind, it just makes sense to get the facts from an experienced attorney who is familiar with the legal requirements of the state you’ll be working in. Throughout southeastern NC and the greater Wilmington area, Wes Jones has a proven track record in Construction Law and Litigation.

If you want to be confident that you are in full compliance with the law, please schedule a meeting with Wesley Scott Jones. You can also learn more about his practice and the other types of cases he handles by browsing his Practice Areas and Services.

Wes’s office is located in Lumina Station, just before the Wrightsville Beach drawbridge, at 1904 Eastwood Avenue, Suite 30. To make an appointment or get more information on the services Attorney Wes Jones provides, please call 910-256-5800.

November 20, 2013 By Wesley Jones

Business Litigation Matters

When Wilmington attorney Wesley Scott Jones takes on a case, his goal is to handle the matter swiftly and effectively. As a business and lawyer and litigator, Wesley appreciates that his clients want to get back to business, not spend their valuable time in a courtroom. Over the years, attorney Jones has represented both plaintiffs and defendants from large and small businesses, including family-owned businesses, Corporations, Limited Liability Companies, Sole Proprietors, and Franchises, both big and small in District Court, Superior Court, Federal Court and in Mediation. Learn more about Business Litigation Services from Wesley Jones.

Whether the business owner is a new or experienced professional, the wide variety of issues that can escalate into a legal dispute is truly amazing. That is why it makes sense to retain the services of a skilled litigator, just in case. In recent years, Attorney Jones has represented clients throughout the courtrooms of southeastern North Carolina, in matters such as:

Account Collection
Breach of Contract
Breach of Corporate Duty
Business Judgment Rule
Contract Disputes
Collection of Past Due Accounts
Deceptive Trade Practices
Deceptive Business Practices
Debt Collection
Delinquent Accounts
False Statements
Franchisor-Franchisee Disputes
Fraud
Interference with Contracts or Business Relations
Judgment Recovery
Misappropriation of Trade Secrets
Misrepresentation
Negligent Misrepresentation
Nonpayment
Ownership Disputes
Partnership Disputes
Payment Disputes
Piercing the Corporate Veil
Torts
Unfair and Deceptive Trade Practices
Unfinished Work
Undelivered Goods

Most everyone going into a business or construction deal is usually hopeful and excited about the anticipated end result. Ensure smooth sailing for your business and gain piece of mind with a little help from the Law Office of Wesley Scott Jones. To learn more about the services his firm provides, please call lawyer Wesley Jones today at 910-256-5800 for a free consultation.

Wesley Jones is a Litigation Lawyer serving all of Southeastern North Carolina including New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Carolina Beach and the areas of Ogden, Masonboro, Myrtle Grove, Landfall, and Mayfair), all of Pender County (e.g. Burgaw, Surf City, Hampstead and Topsail Beach) and all of Brunswick County (e.g. Bald Head Island, Bolivia, Calabash, Leland, Shallotte, Southport, Saint James, Ocean Isle, and Oak Island).

November 13, 2013 By Wesley Jones

TIPS FOR BUSINESS STARTUPS IN WILMINGTON, NC

When taking the leap to start a business, it pays to have a few skilled professionals behind you. Although you may be a natural with managing finances and employees along with marketing and delivering the goods or services the firm will provide, there’s true piece of mind when all of the bases are truly covered. Local business attorney Wesley Scott Jones has helped hundreds of clients in the greater Wilmington area develop a blueprint for success.

As with most endeavors, creating a foolproof plan is key. With that idea in mind, please consider these tips for streamlining a business startup.

Hire an attorney, such as Wes, who is well versed in all aspects of business and contract law.
Hire a local accountant who is also familiar with the territory. As a business owner, you will discover that in the long run, having experts on your team in those two disciplines is priceless.

Next, your attorney and accountant will be able to advise and guide you on aspects such as:

Structuring your business entity
Registering with the local, state, and federal tax offices
Protecting yourself from deadbeat clients (See: Collection of Past Due Accounts)
Preparing for employee issues, such as Noncompetition Agreements, Independent Contractor Agreements, Employment Agreements, and defining your responsibilities to those individuals
Contract drafting
Draft and implement company policies, including terms of service, disclosure, and privacy matters
Financial aspects such as payroll, income tax forms, profit and loss statements

Please note that the above tips are merely suggestions and each company will have its own list of areas to address. Because every business is unique and laws and financial guidelines vary state by state and even county by county, having skilled professionals at your disposal is just the responsible thing to do.

Attorney Wesley Scott Jones would be happy to discuss more about the essential steps you’ll need to consider for your specific company. To schedule an appointment for a free consultation please give his office a call at now 910-256-5800.

Wesley Jones is a Business Lawyer serving all of Southeastern North Carolina including New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Carolina Beach and the areas of Ogden, Masonboro, Myrtle Grove, Landfall, and Mayfair), all of Pender County (e.g. Burgaw, Surf City, Hampstead and Topsail Beach) and all of Brunswick County (e.g. Bald Head Island, Bolivia, Calabash, Leland, Shallotte, Southport, Saint James, Ocean Isle, and Oak Island).