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LayRoots

Asset Protection | Live More Carefree

Ask a Lawyer-Human

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What happens if a child’s guardian dies?

An audience member at one of our estate planning talks asked a good question: “If I die and a guardian is appointed for my child, what happens if that guardian dies a couple years later?”

In Washington, when the court approves a guardian for a child, that guardian has 90 days to appoint a successor guardian. That successor guardian would take over for the original guardian, if he or she were no longer able to care for your child. For this reason, it’s important that 1) you choose more than one potential guardian for your children, and; 2) your named guardians know who is next in line to serve as a potential successor.

Colin Ley is a Seattle estate planning attorney. He is also the co-founder of LayRoots along with his wife, Shreya. 

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Ask a Lawyer-Human™: How do I get a Federal Employer Tax Identification Number (EIN)?

A client asked recently how to obtain an EIN. Fortunately it’s one of the easiest things to do with the IRS. In fact the first time I got an EIN, I did it on my phone’s web browser at the bank while waiting to open a new business account.

First off, you want to get an EIN. It is required of most businesses. Even if you’re not required, I think it’s a lot more professional to be giving out your business EIN, rather than your social security number. It’s also a good idea to limit the distribution of your social security number. Point being…get an EIN.

Get your fresh EIN by filling out IRS form SS-4. You can do it by mail, on the phone, or on the internet. The internet path is fast and easy, so if you’re not too old school, I’d google “get an EIN” and a link for the IRS will come up high on the results page. You’ll want to end up here.

Once you’re on the IRS page, you’ll look to click on “APPLY ONLINE NOW.” That link will TAKE YOU HERE! Begin your application and in a few minutes you’ll be able to print a letter from the IRS with your new EIN in the top right corner. Be sure to save it because it won’t be sent to you in the mail!

 

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What is a Trademark Class?

This comes as a bit of a shock to many people and to many people’s pocketbooks (if you don’t know what you’re doing) but when you apply for your trademark, you are only applying for it in reference to a specific set of things or services. So, if you happen to be a business that sells t-shirts, provides advertising and graphic design services, and makes beer, then you would probably have to apply for three separate classes which means three filing fees (it can add up).

However, that is also why Delta Faucets and Delta Airlines can co-exist. The United States Patent and Trademark Office has decided that they are in different “classes.” Why do they do this? Because…

The applicant must identify the goods and services specifically to provide public notice and to enable the USPTO to classify the goods and services properly and to reach informed judgments concerning likelihood of confusion under 15 U.S.C. §1052(d).

Once you break that down, it means that the USPTO feels that I’m unlikely to go to the Home Depot to pick up my Delta Faucet and think to myself, “daaaaaaang, Delta Airlines makes faucets!?” Or unlikely, as I’m buying a ticket to go on a beachin’ weekend, to think, “I hate Delta Faucets! I bought one once and it totally made an annoying ‘drip-drip’ noise throughout the night. I’m never flying Delta again!”

It (in theory) allows for people to use similar names as long as they’re not related or competing in the same market and it (in theory) helps the overworked Trademark examiner to do their job more efficiently.

I say “in theory” for a couple of reasons:

1) if you start the artisan Delta Cheese Company and start selling t-shirts and putting on your website, “let your tastebuds soar with our cheese in your mouth” or “fly away with our cheese” – Delta Airlines may still not appreciate it and try to get you to stop.

2) We help breweries who have issues with the USPTO telling them that beer and wine are related, leading to a rejected mark EVEN THOUGH the two goods are in different classes! WTF is up with that?

In sum, are trademark classes important? Yes. They help trademark applicants, lawyer-humans, and trademark examiners figure out what you’re up against in the brand department. They also make sure you’re protected for the right thing(s).

Will applying in the correct class guarantee that you are in the clear, though? No. Sorry. In this world nothing can be said to be certain, except death and taxes (with love from Benjamin Franklin). With a lawyer-human on your side, though, you can navigate these uncertainties with a well-traveled guide.

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Ask a Lawyer-Human: Why do I need a general counsel attorney?

We get asked this question a lot. There are many answers, but today I will use one area as an example. I’ll talk about joint ventures. First…what is a joint venture? It’s when you partner up with someone in a formal way to make money together.  Sometimes these partnering opportunities can happen at a networking event over drinks.  At least, you and your potential partner can come up with an idea of how to make money at the networking event…but now you have to take that idea and turn it into an actual business venture.  An attorney can turn those scribbled ideas on a cocktail napkin into a deal by acting as your deal-sherpa.

Wait, wait.  Can you make money with a joint venture without an attorney? Sure. I’m sure that many of you have.  BUT how many would-be deals have fallen through? And with the right help, how much money could you have made on those deals?  Enough to make it worthwhile to invest in a deal sherpa. There are a lot of reasons joint venture deals, that should have worked out, don’t work out.  Having an advisor who is removed from the situation can help you see the potential pitfalls and plan for them.

One reason a joint venture deal doesn’t work out is the people involved are not on the same page. You say this, she says that, he says this…and everybody means something different. You go promote to your client list, I’ll promote to my list. You do this. I’ll do this. Then you go back and don’t do anything because you have all this uncertainty.  You don’t know for sure that the other person will follow through or if it was just a networking event-induced business frenzy with no follow through.  You do not feel comfortable going out on a limb for this person.

So the deal fizzles out and nothing comes of it.  Instead, if you had a trusted advisor to tell this business deal about while you do all of your follow up from the live event, that advisor could draw up a simple contract where everybody makes money together.  A lawyer who knows your business and knows your industry will have an easier time moving the deal forward with less hand-holding.

Once everybody feels comfortable, then they are willing to go out on a limb and know its not going to fall out from under them.  Putting the deal in writing helps to demonstrate your commitment to your partners and demonstrates that you expect the other person to do the same.  Best part of it is that you will be able to keep getting clients and coming up with more ideas when you have a deal sherpa by your side.  They’ll do most of the work that you probably find less interesting.

The deal needs somebody who can shepherd it from conception to reality. More successful deals equals more revenue for your business.

Do you have somebody on your team who helps make deals happen?

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Can I use a generic contract for my business?

“I need a contract for my business”

The words that make me cringe…”I found this contract on the internet…” almost always followed with, “can you look over it for me?”

Is using a contract off of the internet always going to land you in some terrible spot?  No.  Of course not.  Let me, however, tell you why I would always recommend you get a contract written for you.

1)   Contracts should lay the groundwork for your business and your services.  A contract, at minimum, sets out what you expect the other person to do for you and how you plan to repay them for their actions.  It also sets the tone for how you like to do business with others.  It is your opportunity to receive goods, payments, or services in the ways that fit with your business and business model while allowing you to be flexible in areas that you foresee growth, change, or in areas that you do not feel as strongly about.

Having your own contract in place shows potential business partners that you have really thought about your business and its future.

2)   Contracts should protect your particular needs.  Let’s say that seatbelts were not adjustable.  Each car’s seatbelt is set to protect the average person.  Would you feel safe?  What if the seatbelt was either gaping on you and you could slide out OR what if the seatbelt was way too tight and you could not buckle it?  You do not get into an accident every time you get into your car.  You have the seatbelt there in case something goes wrong.  So, it should be fine to buy a seatbelt meant to fit someone else, right?  Most people would look at me like I’m crazy.  I would look at me like I’m crazy.  I would never buy a car if the seatbelt did not fit me!

If you would not buy a car without a seatbelt that fits you, why would you use a contract that does not fit you?  Your contracts protect you, specifically.  They have give, where necessary, but place clear boundaries to protect your business and your assets.

3)   It will save you money.  Are legal services an investment?  Sure they are.  They are an investment in your business.  It is a small investment in your business that should help you close better deals, have better business relationships, and help protect what you have created.  A good contract keeps you from getting involved in lawsuits with unreasonable people because you took the time and spent the money to really outline what you find acceptable and unacceptable.  The contract forces you to have an honest discussion with your business partner(s) about what to expect.

4)   More on why it will save you money.  By using a contract you found on the internet, you will end up creating more work for me.  I like to provide my clients with flat fee billing to help you budget.  When I start from scratch or use my own templates, I can accurately predict how much time something will take me and can provide you with my flat fee billing options.  I can provide you with more service and better quality service. When you present me with someone else’s contract from who knows where – I am not just “looking over the contract,” but then am also having to edit or re-write the contract.  Since I do not know what the contract looks like what I will have to do to it, I cannot provide you with flat fees.

You end up unhappy because you get a big bill that you do not understand.  I am unhappy because you are unhappy and because I spent twice as long doing something.  Want more information on how to invest in your business?  Contact us today!