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welcome to entrepreneurship law firm
four agreements that can make or break business value – part iii
four agreements that can make or break business value – part 2
four agreements that can make or break business value – part ii
four agreements that can make or break your business
ban on general solicitation lifted for private placement offers to accredited investors
is your company wearing ripped jeans?
thinking about selling your business?
the two partnership killers – and how to avoid them.
10 business killing legal mistakes book
frequently asked questions about business law
ed alexander
suzan a. abramson
contact entrepreneurship law firm
H3

testimonials for the book
testimonials for the book
sign up for free legal information
do you offer a free consultations?
can i have a consultation with you over the phone?
why work on a fixed price basis when almost all other lawyers bill by the hour?
how does fixed price billing work?
can i pay by credit card?
what does it cost to . . . ?
why are business contracts so long and complicated?
chapter two – partnership mistakes
chapter three – liability & asset protection mistakes
chapter seven – franchise buyer mistakes
chapter ten – exit planning mistakes
H4 consultation
buying a business
selling a business
raising capital
partnership arrangements & disputes
franchising & business opportunities
business contracts
call (407) 649-7777
carol ann dykes, site manager ucf business incubator central florida research park
jerry ross executive director disney entrepreneur center
jimmy vee & travis miller bestselling authors of gravitational marketing the science of attracting customers
carol ann dykes, site manager ucf business incubator central florida research park
jerry ross executive director disney entrepreneur center
jimmy vee & travis miller bestselling authors of gravitational marketing the science of attracting customers
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H6
strong
10 common and costly business killing legal mistakes and how to avoid them. a business law bible for entrepreneurs
give us a call to discuss your business needs. call (407) 649-7777
representative matters include:
professional honors & activities
admissions
education
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
b
10 common and costly business killing legal mistakes and how to avoid them. a business law bible for entrepreneurs
give us a call to discuss your business needs. call (407) 649-7777
representative matters include:
professional honors & activities
admissions
education
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
i
10 common and costly business killing legal mistakes and how to avoid them. a business law bible for entrepreneurs
give us a call to discuss your business needs. call (407) 649-7777
representative matters include:
professional honors & activities
admissions
education
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
em 10 common and costly business killing legal mistakes and how to avoid them. a business law bible for entrepreneurs
give us a call to discuss your business needs. call (407) 649-7777
representative matters include:
professional honors & activities
admissions
education
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
give us a call at (407) 649-7777 to discuss your legal concerns. 
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sign up for free legal information consultation call us (407) 649-7777 info@entrepreneurshiplawfirm.com 220 n. rosalind ave. orlando, fl 32801 toggle navigation home services professionals blogs faq contact 10 business killing legal mistakes book welcome to entrepreneurship law firm our business is helping you achieve your business objectives while minimizing business legal risks and avoiding disputes and costly litigation. we are a boutique law firm that works exclusively with successful business owners and entrepreneurs to address key business law matters, including commercial contracts, co-founder and partner arrangements and disputes, entity structures, vendor and customer arrangements, employment contracts, financing arrangements, raising capital, strategic alliances, venture capital and private equity transactions, and business acquisitions and sales. our attorneys have over 50 years’ of combined experience working exclusively with business owners, investors and entrepreneurs, including early stage and technology companies. as business owners ourselves, we understand entrepreneurship and how strategic legal decisions can make or break a business. our practice is client centered. frankly, there’s a lot wrong with the way most law firms practice law and treat their clients today. surprise (usually large) bills, not returning calls and e-mails, doing everything they can to kill deals, over lawyering and displaying arrogant attitudes are but a few of the frustrations business owners usually experience with lawyers and law firms. plus, hourly billing provides the wrong incentives – the less efficient the lawyer is, the more the lawyer makes. our experience in the business world and as business lawyers has shown us there’s a better way. so we designed entrepreneurship law firm avoid these common frustrations. first, we understand the need for cost certainty when hiring a business lawyer and, therefore, whenever possible provide clients with the option of upfront fixed prices based on client requested services and agreed deliverables. this way our clients are in control of the legal services and know the cost of those services before we start the work. next, we return all calls and e-mails within one business day. you will not suffer the frustration of radio silence. finally, we view our job as getting your deal or contract to the finish line. we don’t substitute our judgment for yours in a paternalistic fashion. rather, we advise you of the potential legal risks and how those risks can be minimized, and make a recommendation about how to move forward. our clients make the final call and, as long as what they propose is not illegal, we will carry out their decision. if you’re looking for a business lawyer and believe our philosophy matches your expectations, give us a call at 407-649-7777 to set an initial consultation. buying a business we have helped buyers successfully purchase businesses for the past 30+ years. we will help you navigate the purchase process including due diligence, understanding the legal risks and how to mitigate them, preparing and negotiating contracts, and closing the purchase. selling a business we help successful business owners maximize the value of their businesses, by helping them negotiate with buyers, complete due diligence, prepare transaction agreements and close the sale. raising capital we work with entrepreneurs and real estate promoters seeking to raise capital through private placements of securities (regulation d), including, stock, llc membership interests, convertible notes and profit participation arrangements. we deal with required state and federal filings, prepare the purchase and disclosure documents necessary to reduce the risk of securities fraud claims, and guide you through the proper method for offers and sales. partnership arrangements & disputes successful partnerships are based on a mutual understanding of expectations. using our partnership planning process we work with business partners to establish their key expectations and then finalize them in a written agreement (shareholders agreement or operating agreement) that includes buy-sell, management, employment and exit arrangements. franchising & business opportunities we guide successful business owners through the process of establishing franchise or business opportunity systems, including identifying the key elements of the system, codifying those elements in the business opportunity or franchise agreement, preparing the required disclosure document, and completing the filings with the applicable states. business contracts contracts are the lifeblood of business deals. but, you only get one chance to get a business contract right – once it’s signed you’re locked in. therefore, getting all of the deal terms in the contract the first time is essential. we help business owners and entrepreneurs identify elements that should be included in business contracts beyond the basic terms and prepare the written contract to reflect those terms. four agreements that can make or break business value – part iii in the first and second articles of this series, we discussed how your business lease and employment agreements can have a dramatic effect on the value of your business. in this article, we’ll discuss the arrangements between your business and its customers. customers are learn more four agreements that can make or break business value – part 2 in the first article of this series, i discussed the first of four key agreements that can increase or harm business value – the lease. in this article we’ll discuss the second - employment agreements and practices. having an in-place capable, happy and high performing learn more four agreements that can make or break business value – part ii in the first article of this series, i discussed the first of four key agreements that can increase or harm business value – the lease. in this article we’ll discuss the second - employment agreements and practices. having an in-place capable, happy and high performing learn more four agreements that can make or break your business four agreements that can make or break business value business owners understand that having good agreements can reduce the likelihood of being sued and having to pay lawyers to defend the company. what is less understood is how good agreements can enhance business value, and learn more ban on general solicitation lifted for private placement offers to accredited investors ban on general solicitation lifted for private placement offers to accredited investors last week the sec voted to lift the ban on general solicitation for private placement offers to accredited investors. the ban remains in effect for non-accredited investors and the change won’t take learn more is your company wearing ripped jeans? is your company wearing ripped jeans? hiring an employee is, at best, a crap shoot. interviews are like first dates – everyone is on their best behavior. and people are woefully inadequate at evaluating whether a candidate will be a good employee for the long haul. learn more thinking about selling your business? thinking about selling your business? be sure to understand these big issues and risks from 2008 until 2012, the door was closed for almost all small closely held business exits. especially in ’08, ’09 and ’10, very few people (and no lenders) were willing to take on the risk of learn more the two partnership killers – and how to avoid them. the two partnership killers – and how to avoid them. you’ve probably heard a business owner say “partnerships don’t work.” the statement is typically followed by a story of what a former partner did (or in many cases did not do) and the tale learn more view all blogs 10 business killing legal mistakes book this book is designed to help entrepreneurs avoid business killing legal mistakes and make better legal business decisions for their small businesses. please call us if you have a specific legal question about your florida business. our law firm is located in orlando, florida. call (407) 649-7777 ask for your “free copy” of “10 common and costly business killing legal mistakes and how to avoid them” at your initial consultation. chapter one - contract mistakes chapter two – partnership mistakes chapter three – liability & asset protection mistakes chapter four – trademark mistakes chapter five – employee mistakes chapter six – employee becoming a partner mistakes chapter seven – franchise buyer mistakes chapter eight – business growth mistakes – organic growth chapter nine – business growth mistakes – growth by business acquisition chapter ten – exit planning mistakes testimonials for the book many attorneys work with entrepreneurs. very few are entrepreneurs and able to understand the challenges of starting and growing a business. ed alexander is a very rare attorney who is equally a talented lawyer, successful entrepreneur, skilled engineer and effective teacher. in addition to building a successful law practice following a successful career in industry, ed has been an adjunct instructor in the ucf college of business administration for many years and taught classes for the ucf incubation program. ed is at the top of our referral list for incubator clients. we trust him. our clients respect and appreciate him. this book will become part of our orientation package for new incubator client companies. the insights shared in it are that important. carol ann dykes, site manager ucf business incubator central florida research park as an experienced entrepreneur and attorney, ed alexander has seen it all, so there is something in this book for everyone jerry ross executive director disney entrepreneur center business owners beware. you’re making mistakes that are taking money out of your pocket… problem is our brains don’t work in a way that allows us to uncover these mistakes. enter ed. he can see the mistakes we can’t see. he’s unlike a normal attorney… he’s a deal maker not a deal killer and in this book, ed pulls back the curtain and makes law something we can actually understand and reveals things that could be costing you thousands. it’s a must read if you want to make more money and keep more of the money you already make. jimmy vee & travis miller bestselling authors of gravitational marketing the science of attracting customers testimonials for the book many attorneys work with entrepreneurs. very few are entrepreneurs and able to understand the challenges of starting and growing a business. ed alexander is a very rare attorney who is equally a talented lawyer, successful entrepreneur, skilled engineer and effective teacher. in addition to building a successful law practice following a successful career in industry, ed has been an adjunct instructor in the ucf college of business administration for many years and taught classes for the ucf incubation program. ed is at the top of our referral list for incubator clients. we trust him. our clients respect and appreciate him. this book will become part of our orientation package for new incubator client companies. the insights shared in it are that important. carol ann dykes, site manager ucf business incubator central florida research park as an experienced entrepreneur and attorney, ed alexander has seen it all, so there is something in this book for everyone jerry ross executive director disney entrepreneur center business owners beware. you’re making mistakes that are taking money out of your pocket… problem is our brains don’t work in a way that allows us to uncover these mistakes. enter ed. he can see the mistakes we can’t see. he’s unlike a normal attorney… he’s a deal maker not a deal killer and in this book, ed pulls back the curtain and makes law something we can actually understand and reveals things that could be costing you thousands. it’s a must read if you want to make more money and keep more of the money you already make. jimmy vee & travis miller bestselling authors of gravitational marketing the science of attracting customers sign up for free legal information just fill out your name and email address to get your free legal information sign up by submitting this form, you are granting: entrepreneurship law firm, pl, 220 north rosalind ave. #1, orlando, florida, 32801, united states, http://www.entrepreneurshiplawfirm.com permission to email you. you may unsubscribe via the link found at the bottom of every email. (see our email privacy policy for details.) emails are serviced by constant contact. frequently asked questions about business law we help entrepreneurs start, purchase, improve, protect and cash out from their businesses. whenever there is a significant business transaction or event, we help our clients deal with all of the issues and problems that come up (or might come up). we also help them consider all of the issues they need to think about and decide upon before doing a deal or entering a business, and make sure they have written agreements that accurately reflect that deal. sometimes what isn’t in the documents is as important as what is in the documents. beyond legal issues, with mr. alexander’s non-legal business experience he helps clients grow and improve their businesses using a strategic approach. do you offer a free consultations? generally no. our initial consultation fee is $250.00 and it is payable at the time of the consultation. the initial consultation typically takes 45 minutes to one hour. during the consultation, we’ll begin working on your matter, giving you advice and alternatives to move forward. you’ll leave with a game plan and know what we can do for you. if we decide to work together, we’ll apply the initial consultation fee to the fixed price for the work. of course, if we decide not to represent you there is no charge. we have arrangements with certain professionals and community based organizations for people they refer. in those cases, there is no consultation fee. can i have a consultation with you over the phone? yes. telephone consultations must be prepaid and arranged in advance. if you’d like to briefly speak with me to see if there is a fit, we can set a 10 to 15 minute telephone call also. why work on a fixed price basis when almost all other lawyers bill by the hour? we rarely price our services based on an hourly rate. we believe that hourly rate billing is not fair to the client or the professional. instead, we will provide you with a fixed price for the work after we’ve agreed what is to be done, but before you commit to paying for the work. so when do we bill hourly? only when we are unable to decide what you want done, but need help along the way. how does fixed price billing work? we provide you with a fixed price for the work after we’ve agreed what is to be done, but before you commit to paying for the work. if the price is acceptable to you, we put the arrangement in a representation agreement that we both sign. can i pay by credit card? yes! what does it cost to . . . ? quoting a price over the telephone is very difficult for two reasons. first, lawyers who bill hourly can quote any price because the quote isn’t binding. in other words, they can quote a lowball price to get you in the door. then, when the bill comes and it’s much higher than the quote you’re stuck. on the other hand, when we give you a price, it’s the price – as long as you don’t decide to change the work. and, that’s all you’ll be charged. so we have to be accurate when we quote a price, to take into account all of the issues and the things that have to be done to complete your work. second, depending on your particular situation, we won’t know what has to be done until we talk. imagine you called your doctor and said: “i have a pain in my side. what will it take to get it fixed?” of course your doctor would say i have to examine you to see what’s wrong. it could be simple indigestion or something much worse. the same applies with your business situation. therefore, we must meet to go over your situation. why are business contracts so long and complicated? ed’s free entrepreneur’s no-nonsense business legal guide answers this question in the chapter under “detailed written contracts”. ed alexander as the founder of entrepreneurship law firm, located in orlando, florida, ed alexander helps entrepreneurs grow, protect and profit from their businesses. he’s represented entrepreneurs and their business ventures since he became a lawyer in 1993. ed is admitted to practice law in both florida and new york. ed is author of the book “10 common and costly business killing legal mistakes and how to avoid them. a business law bible for entrepreneurs” (available at amazon.com and barnes and noble.com). ed works closely with university of central florida technology incubator (ucfti) clients and seminole county technology incubator clients, and is regularly requested to present the “legal and ethical foundations” portion of the ucf incubator excellence in entrepreneurship certificate course. ed is a member of the greater orlando chamber of commerce (now orlando, inc.) entrepreneurial advisory counsel and the united states sba small business resource network. prior to attending law school, ed held technical and business positions with technology companies, including with a pacemaker manufacturer, custom integrated circuit manufacturer and laser bar code manufacturer. he has been part of teams that designed software and hardware for the first generation of defibrillator pacemakers, as well as custom analog and digital integrated circuits used in, among other applications, automobiles and hearing aids. in 1995, ed was awarded u.s. patent, no. 5,468,952, for his 1992 invention of a combined miniature high speed scanner and portable handheld computer. ed has taught new venture finance as an adjunct professor for the university of central florida (school of business) and was 2007 chairman of the east orlando chamber of commerce. ed is also a licensed transaction advisor in florida and is a principal of fitzgibbon alexander, inc., a central florida consulting and business intermediary firm. he volunteers with the orange county legal aid society as a guardian ad-litem for abused and neglected children. give us a call to discuss your business needs. call (407) 649-7777 suzan a. abramson suzan abramson is a business attorney with more than thirty years of experience in commercial transactions, corporate finance, and securities law. ms. abramson focuses her practice on business contracts, securities offerings, venture capital and private equity transactions, mergers and acquisitions, business structuring, joint ventures and entity formation. as part of the fabric of the entrepreneurial community for over three decades, ms. abramson serves as a strategic advisor and outside general counsel for businesses across a wide spectrum of industries. she has represented businesses from their inception through their initial public offering and beyond. focusing her career on capital raising for growing businesses, ms. abramson’s practice includes structuring and negotiating financing transactions, preparing securities offering documents, compliance with federal and state securities laws and the drafting and negotiation of all manner of commercial contracts. ms. abramson's transactional experience, combined with her skills as a problem-solver and legal counselor, makes her ideally suited to help growth-oriented businesses. representative matters include: numerous start-up and emerging companies through formation, strategic development, angel and venture capital financings and sale transactions. issuers in private securities offerings, including commercial real estate, medical devices, software, consumer products, wireless telecommunications, pharmaceuticals, gaming and food service. publicly held defense electronics manufacturer through sale to public company, repurchase of significant division and subsequent sale to private equity fund. nasdaq listed company in pipe transactions, strategic acquisitions and follow-on public offering. large public university in structuring equity portion of technology transfer program. executives of public and private companies in sale transactions as well as negotiating employment agreements, equity compensation packages and severance and transition agreements. reits and other real estate funds in formation and securities offerings. regulation d securities offerings. professional honors & activities av® preeminent™ peer review rated by martindale-hubbell. best lawyers' 2017 orlando securities/capital markets law "lawyer of the year". best lawyers' 2011 orlando corporate law "lawyer of the year". listed in the best lawyers in america® for corporate law and securities/capital markets law since 2010. listed in orlando magazine, orlando's best lawyers (2010 – 2016). included in florida trend magazine, florida legal elite (2016). member – the florida bar, business law section. member and prior section chairman – orange county bar association, corporate and business law section. prior president and member – women's business educational council, inc. board of directors. prior general counsel – florida council for high technology. prior treasurer – central florida association for women lawyers. prior consultant – junior achievement's project business. prior chair – professional women's exchange committee. frequent lecturer on capital raising and corporate and securities law. admissions florida, 1984 education university of north carolina school of law, j.d., 1984 state university of new york at buffalo, b.s., accounting, 1981, cum laude contact entrepreneurship law firm ed@entrepreneurshiplawfirm.com suzan@entrepreneurshiplawfirm.com (407) 649-7777 220 n. rosalind ave orlando, fl 32801 this form will allow you to send a secure email to the owner of this page. your email address is not logged by this system, but will be attached to the message that is forwarded from this page. your name (required) your email (required) subject your message × chapter two – partnership mistakes give us a call at (407) 649-7777 to discuss your legal concerns.  ask for your “free copy” of “10 common and costly business killing legal mistake and how to avoid them.” at your initial consultation. click here to order this book on amazon.com close × chapter three – liability & asset protection mistakes give us a call at (407) 649-7777 to discuss your legal concerns.  ask for your “free copy” of “10 common and costly business killing legal mistake and how to avoid them.” at your initial consultation. click here to order this book on amazon.com close × chapter seven – franchise buyer mistakes give us a call at (407) 649-7777 to discuss your legal concerns.  ask for your “free copy” of “10 common and costly business killing legal mistake and how to avoid them.” at your initial consultation. click here to order this book on amazon.com close × chapter ten – exit planning mistakes give us a call at (407) 649-7777 to discuss your legal concerns.  ask for your “free copy” of “10 common and costly business killing legal mistake and how to avoid them.” at your initial consultation. click here to order this book on amazon.com close entrepreneurship law firm, pl, 220 n. rosalind avenue, 1st floor, orlando, fl 32801 office:(407)649-7777 - fax:(407)649-7919 / www.entrepreneurshiplawfirm.com disclaimer: the material presented on this site is included with the understanding and agreement that entrepreneurship law firm, p.l. is not engaged in rendering legal or other professional services by posting said material. the services of a competent professional should be sought if legal or other specific expert assistance is required. top


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