Corporate
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NYC Remodeling Contract: Lien Rights, Licensing, and Payment
In New York, a remodeling contract turns on details most parties miss: a missing license can bar a contractor's pay, and unpaid subs can lien the property. New York's Lien Law and home improvement rules add duties a services contract never carries. For residential jobs, an unlicensed New York City contractor can lose the right to be paid, and skipping lien waivers leaves an owner exposed. This guide covers the required terms, lien and license rules, and the payment terms that avoid disputes.
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NYC Professional Services Agreement: Classification and IP Risks
A professional services agreement raises two risks a New York business often misses: worker misclassification, and losing ownership of the work product. Under federal copyright law, the default rule is that a contractor who creates the work keeps it unless a written assignment says otherwise. New York's classification rules and the Freelance Isn't Free Act add duties most templates never mention. The sections below cover classification, work-product ownership, and scope and acceptance terms.
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Business Lawyers in New York : Delivery Contract Essentials
Three key delivery contract points from a New York attorney: Written terms prevent disputes, liability allocation protects both parties, and payment and performance conditions must be clear. Business lawyers in New York frequently encounter delivery contract disputes that could have been prevented with proper drafting. A well-structured delivery contract defines the obligations of both shipper and carrier, specifies risk of loss, and establishes remedies for breach. Whether your business manufactures goods, distributes products, or relies on third-party logistics, understanding the legal framework governing delivery arrangements is critical to protecting your interests.
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Contract Lawyer NYC: Guide to Escrow Agreements
Escrow agreement protection in NYC: How contract lawyers draft terms and resolve disputes under New York law to secure funds. Clear terms protect buyers and sellers during high-stakes closing transactions.
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Essential Sales Contract Elements: Key Terms and Risk Allocation
A warranty disclaimer that fails its formal requirements is not a disclaimer. It is a warranty. To exclude the implied warranty of merchantability, the contract must use that word — and if written, it must be conspicuous. Excluding fitness for a particular purpose requires a conspicuous writing as well. Sellers routinely believe they have disclaimed warranties that remain fully in force, because the language sits in ordinary type in the middle of standard terms. Risk of loss follows the delivery term, not the title. Whether the seller bears loss in transit turns on whether the contract requires delivery to a destination or merely delivery to a carrier. Two letters in a shipping term decide who absorbs a truck that never arrives — and if either party is already in breach, the ordinary rules shift again. Limited remedies work until they don't. Restricting the buyer to repair or replacement, and excluding consequential damages, is permitted. But where the limited remedy fails of its essential purpose — the seller cannot or will not repair — the full range of remedies returns, including the ones the clause was written to exclude. Inspection rights set the clock on rejection. A buyer who accepts goods loses the right to reject them and is left with the narrower remedy of damages for non-conformity. When acceptance occurs, and what counts as timely notice of a defect, is worth defining rather than leaving to the default rules.
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What Is an Asset Purchase Agreement and How Does It Protect Buyers?
An asset purchase lets a buyer acquire selected assets and decline to assume the seller's liabilities. In New York, that is where most buyers stop reading, and where the problems begin. The structure works until it doesn't. New York applies de facto merger broadly, and continuity of ownership is the element that matters most — a seller who takes buyer equity as consideration has moved toward the outcome the structure was chosen to avoid. Separately, the state requires notice to the Department of Taxation and Finance before closing, and a buyer who skips it inherits the seller's unpaid sales tax by operation of law.Neither of those is a drafting problem. They are structural, and they are decided before the agreement is written.
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