Forum/Blogs

Tahoe Business Exchange: We are a group of businesses that represent each other in the Lake Tahoe area. This is a forum for members to share their experiences, or discuss issues that businesses deal with or need assistance with. We encourage the membership to sign up and start networking online. This is the place to share opinions or experiences in running a businesses!

21 Responses to Forum/Blogs

  1. Making Contracts Work for You – Part 4 – Contracts: Insurance Provisions

    Insurance
    As transactional lawyers, we can already hear it — you know what insurance is. However, did you know that a promise to procure insurance for another party can sometimes equal an obligation to cover the loss the insurance would have provided if you don’t procure it? In other words, if you promise to insure another party in conjunction with a commercial agreement, you become the insurer if the agreed-to coverage is not purchased. For this reason, insurance provisions in commercial agreements can have enormous financial consequences, particularly when a loss occurs which would have been covered by insurance required by the agreement. As is often the case with indemnity provisions, insurance clauses are sometimes drawn from old, unrelated agreements, and your contract might wind up with unfair or insufficient insurance provisions. Make sure the insurance clause fits the deal.

    Conclusion
    Next time you negotiate a commercial agreement, make sure that you are best protecting yourself and avoiding unintended financial risks by including appropriate warranty, indemnity and insurance provisions that reflect your intentions and are enforceable under the state law selected in the agreement. Happy contracting.

    At Incline Law Group, LLP, we are always happy to review our clients’ standard contracts and provide advice that will make your agreements stronger.

  2. Making Contracts Work for You – Part 3 – Contracts: Indemnity Provisions

    Indemnity Provisions
    Indemnity or “hold harmless” clauses are another way of allocating financial risk to a particular party in a transaction. Indemnity clauses require one party to bear the cost of certain risks defined in the contract, which can range from particular losses, lawsuits, or even non-conformance with prescribed warranties. Most commercial agreements should have some form of indemnity clause, in which one party agrees to defend (i.e., hire a lawyer) and indemnify (reimburse) the other party for the risks described.

    We find that indemnity clauses are often one-sided, and sometimes taken from unrelated contracts, so that the risks which ought to be negotiated and indemnified are overlooked, while the indemnity clause as written produces results which the parties never contemplated. For example, Party A would not expect to find a clause that lays the costs of Party B’s fault back upon Party A. Yet that kind of result can happen when indemnity clauses are not carefully negotiated and drafted.

    Indemnity clauses can be quite complex, including provisions regarding the selection and control of the attorneys who will defend the claim. A well-drafted indemnity clause will include a provision that the benefited party will be entitled to their reasonable expenses incurred to pay the indemnified loss, and any settlement, judgment and defense costs.

    Losses are not always caused by one person or one discrete act or omission. Events like construction site accidents and other industrial accidents are often the result of a combination of factors. Environmental contamination can have multiple causes spread over decades. In such cases, the wording of an indemnity clause can make a big difference.

    The legal effect of an indemnity clause is usually a question of state law. Different states have varying rules for interpreting and enforcing indemnity clauses. Therefore, the state law selected in the agreement can have a major effect on the results produced by the indemnity clause. Some states require particular wording in an indemnity clause before a court will shift the risk of a loss from one party to another. If the contracting parties intend to shift the risk of one party’s “active” negligence to the other, such an intent will often need to be specifically spelled out or the indemnity clause will not be given that effect.

    Most or all states have limitations on the kinds of liabilities that may be indemnified, and some even have special statutes that change the rules in particular settings, such as construction contracts, for example. Indeed, California courts have at times distinguished between “Type I,” “Type II” and Type III” indemnity clauses. (I will spare you those details.)

    Ultimately, the effect of an indemnity clause will turn on the state law chosen in the contract, the subject matter of the contract, the words used in the indemnification provision, the circumstances of the loss to be indemnified, and the different parties’ roles in producing the loss.

  3. Making Contracts Work for You – Part 2- Contracts: Warranties

    In a previous post called Making Contracts Work for You – Part 1, I wrote about how you can make your contracts useful (to your side of the case) if you are in a dispute. I also wanted to provide you some pointers on the use of warranties, indemnity and insurance provisions.

    Warranties
    A warranty is an agreement that the item sold, or some other subject matter related to your contract, conforms to a certain description. The effect of a warranty is a contractual allocation of financial risk if the item sold (or other subject matter of your agreement) does not conform to the specified warranty. A warranty is violated when the thing sold doesn’t satisfy the warranted condition. When this happens, the party who made the warranty is liable to the other party for the cost to repair or correct the issue — without regard to fault. Thus, warranties produce liability without fault, sometimes called “strict liability.” When a warranty is breached, it may also provide a basis for rescission and restitution — this means unwinding the contract.

    Including warranties in contracts is an effective way to make sure your assumptions about what you are buying are included in the paperwork. Requesting warranties during negotiation and drafting of documents is a good way to find out whether each party has the same understanding of what is being bought and sold. Signing an agreement that contains warranties that you did not agree to make can produce bad results; likewise, failing to include warranties in an agreement to reflect what has been promised to you is also a bad idea.

    Often, a seller will attempt to disclaim liability for any breach of warranties by requesting an “AS-IS” provision. The words “AS IS” and similar terms generally trigger a legally enforceable disclaimer of all express and implied warranties, except for warranties set forth elsewhere in the agreement.

    Parties relying on warranties will often want a “survival clause” in the agreement to be sure that any important warranties continue in effect after close of escrow, for example.

  4. Making Contracts Work for You – Part 1
    Contracts: Top 5 Boilerplate Items You Don’t Read

    In this four-part series, Making Contracts Work for You, Incline Law Group, LLP will discuss various ways that you can strengthen your commercial contracts, so that in the case of a dispute, your contract works on your behalf. Many people and businesses use self-written business forms as contracts and rely on handshakes to seal a deal. When a dispute arises from said deal, many of these people or businesses later turn to attorneys for a review of said contract. Having an attorney review the contract will often reveal shortcomings, and then the second-guessing of the agreement then begins. A few simple, but well-defined boilerplate terms can make your standardized commercial agreement an advantage for you in the case of a dispute, or at least keep the playing field level. In many cases, a court cannot rescue you unless you give it the ammunition to do so. It makes great sense to improve your leverage and chances of collection, and perhaps even ward off disputes, by improving your standard contract forms with the simple tools mentioned below.

    Here are some of the provisions that can make or break your success in a lawsuit that arises from your contract:
    1. Attorney’s Fees Clause — language that says the winner also gets his attorney’s fees recovered.Why? Under the “American Rule” you generally cannot recover attorney’s fees in most states, unless you have a right to attorney’s fees in your contract or under a special statutory remedy. You want an attorney’s fee clause that is properly drafted.

    2. Clear Payment Deadlines and Interest Provisions — terms that state when payment or performance is due and the consequences for delay. Why? Disputes can take a long time to resolve. The accrual of interest can become a powerful bargaining chip, and a significant item of recovery. Interest compensates you for the loss of use of your money, and, to some degree, the loss of your own time devoted to the case. Allowable interest rates vary according to the applicable state law. If you want to charge “compound interest” — in other words, interest on interest — this must be explicitly stated in the agreement. Otherwise, only simple interest will accrue on the principal sum due. Typically, we see contracts with no interest rate stated; the interest rate only appears in invoices. The interest rate(s) should be agreed upon, up-front, in the contract.

    3. Choice of Law, Consent to Jurisdiction, and Venue — where a lawsuit must be filed and what law will apply. Why? Cases can be won or lost based purely on the financial burden caused by the location of the lawsuit or arbitration hearing. You want to be in your own home “court,” spending nights at home with your family, trying the case with your favorite lawyer.

    4. Correct Naming of the Parties and Authorized Signatures — are you actually signing a contract with the party you think you are dealing with? Why? Some level of due diligence is always appropriate. If you are doing business with a corporation or other entity, you want your contract signed by a properly authorized representative with the corporate name properly stated. You would be surprised how often this is overlooked. Are you dealing with the true property owner, or his uncle who just got out of jail? There is a wealth of publicly available data available on the Internet to verify the correct names of corporations and the true owners of property, businesses, etc., so you can ensure you have the correct, authorized signatures.

    5. Personal Guaranties – an additional source of payment if the contracting party defaults; usually a person with money, property or both. Why? It doesn’t take much for an unscrupulous person to form a corporation or an LLC. If you do not have a solid track record of doing business with a business entity or trust, it may be appropriate to ask for a personal guaranty. Guaranties must be in writing to be enforceable; they can vary from a single sentence to multi-page guaranty agreements.

    At Incline Law Group, LLP, we are always happy to review our clients’ standard contracts and provide advice that will make your agreements stronger.

  5. Bats in the Belfry

    The phrase “bats in the belfry” was first uttered by a clever writer in 1899 as he humorously described a chaotic scene from an opera. It was picked up by other writers, re-used to indicate insanity or nuttiness and a new idiom was born, still in use today.

    Bats actually do roost in belfries, in churches all over Europe, in caves, in attics of houses—essentially any dark space with an opening allowing them to enter. Colonies can be a few individuals up to large gatherings, numbering in the millions.

    Globally, bats are facing threats created by the loss of habitat from deforestation and urbanization, diseases, cave and underground mine disturbances; in addition to the direct persecution of bats caused by ignorance.

    Some Common Bat Myths

    • Bats will suck your blood. Um, hogwash. Yes, there are vampire bats, whose primary food source is blood. These bats range from Mexico throughout Central and South America. Vampire bats feed primarily upon large mammals and will “shave” the area, if necessary, prior to making a small incision with sharp teeth and lapping up the blood. The incision is so small, in most cases, the animal is unaware of having provided blood to the hungry vampire.

    • Bats will seek out and get tangled in your hair. Not. Bats locate prey and other objects by emitting calls and listening to the echoes that return from objects near them. These echoes are used to identify and locate objects, including prey which can be eaten. In this manner, the bat avoids flying into solid objects such as walls or humans.

    • Bats carry rabies. False. While bats can contract rabies just like any other mammal, they are not “carriers”. Less than one half of one percent of bats contract the disease.

    Typically, there are one to two cases of human rabies per year in the United States, most commonly coming from bats. A person is 25 times more likely to be hit by lightning than to contract rabies from a bat.

    • Bat guano is unhealthy. It can be. Histoplasmosis, a type of lung infection, can be contracted by inhaling spores from the fungus Histoplasma capsulatum, which can be present in bat guano. However, the fungus does not grow in scattered bat droppings, as it requires humidity to flourish. Also, the fungus is not endemic in our area. Histoplasmosis occurs in the Midwestern states, but can be found elsewhere.

    For their size, bats are the slowest-reproducing mammals on earth. Most bat species, including Tahoe’s little brown bat, have only one live birth per year. The pup at birth can be up to 25 percent of its mother’s weight, drinks milk from its mother’s breasts for one month, and is cared for in colonies of other mothers caring for pups. The male does not participate in rearing the young.

    Breeding takes place in the fall, but the female delays fertilization until spring, when she will gather in a nursing colony with other mothers, perhaps returning to where she was born. The pups are born in the hot summer months, maturing in August, depending on the area.

    A common bat at Lake Tahoe is the little brown bat, or little brown myotis. This bat weighs about half an ounce, its body is 2.5 to 4 inches long, with a wing span of up to 11 inches.

    Bats mainly roost during the day, sleeping up to 19 hours daily, emerging at night to hunt, when insects are most prevalent.

    The little brown myotis will eat about half its body weight per day. For example, if the bat only ate mosquitoes, that would be the equivalent of about 2,800 mosquitoes in one evening. That is a lot of insect control, and that is only one bat. Imagine what several bats can do to keep down the unwelcome insect population.

    Tahoe Institute for Natural Science (tinsweb.org) offers bat classes for schools or organizations. Students will learn about bats that live in the Tahoe region through hands-on activities, exploring the lives and habits of these fascinating and beneficial flying mammals.

    If you think you have bats in your belfry (attic or eaves), seek the advice of a professional. There are methods of exclusion that convince the bats to move away, without harming them. Even exclusion cannot be performed during the breeding months.

    Bats, whether a federally protected or endangered species or not, are protected in California and Nevada. It is illegal to kill them, poison them, or “exclude” them from dwellings during the breeding months, which, in our area, is from May to August.

    Better yet, next time you see a bat, think of the good work the tiny creature is doing to keep mosquitos at bay. Bats are our friends, and should be looked at with reverence, not revulsion.

    Toree Warfield is an avid nature lover, and writes this column to teach and stimulate interest in the marvels that surround us. See the new website: saveourplanetearth.com to read columns and to find links to bird song recordings, additional photos and other content.

  6. Coach Jim says:

    If you can’t measure it, you can’t improve it. What’s the easiest yet most effective way for us small business owners to effectively track our financials and continuously improve our business? Find out here: http://peakbusinesscoaching.com/how-to-keep-track-of-business-finances/

  7. Coach Jim says:

    Everyone learned from Steven Covey how to prioritize in two dimensions … importance vs. urgency was a powerful matrix … now learn to accelerate your results like a rocket and prioritize in three dimensions … what’s the secret third axis of power? http://peakbusinesscoaching.com/how-to-prioritize-three-dimensions/

  8. Coach Jim says:

    This is an epic question for all time – Should you choose love or money? … what’s your answer? Here’s some things to consider and a strong recommendation:

    http://peakbusinesscoaching.com/choose-love-or-money/

  9. Coach Jim says:

    I love heart-based sales and helping people. Learn to sell while keeping in integrity with your values: http://peakbusinesscoaching.com/best-closing-sales-techniques/

  10. Coach Jim says:

    Is it possible to create unlimited business growth without creating more work and breakdowns? This article lays out your future path to success: http://peakbusinesscoaching.com/unlimited-business-growth/

  11. Coach Jim says:

    Now that you’ve found the perfect employee, it’s time to do everything you can to keep them! Here’s an article on how … http://peakbusinesscoaching.com/keep-your-great-employees/

  12. Coach Jim says:

    I hear too many business owners saying “You can’t find good people in the Tahoe basin”. I’ve found this to simply not be true. Here’s a tried and true model for finding the perfect person for your team: http://peakbusinesscoaching.com/how-to-find-great-employees/

  13. Coach Jim says:

    The last two weeks of the year is a great time to look back and reflect on our business performance and get ready to create an awesome plan for breakthrough results next year! http://peakbusinesscoaching.com/year-end-business-evaluation/

  14. Coach Jim says:

    Ever wonder what a business vision statement is? What’s the difference between a vision and mission? How do you create a lasting powerful one for your corporation? Here’s the answers … enjoy … http://peakbusinesscoaching.com/what-is-a-vision-statement/

  15. Coach Jim says:

    Your business mission statement can be a timeless guiding light for your company. Here’s why it’s so important, what to include and how to write an enduring powerful one … http://peakbusinesscoaching.com/write-powerful-business-mission-statement/

  16. Why should a business spend money to develop a YouTube channel?

    Today Robert Rappaport discussed using SierraTech’s service to develop a YouTube channel, and why every business, with a website, should have one. Below is our Public Channel:

    https://www.youtube.com/c/sierratechllc

    SierraTech provides tutoring service in the use of Computers, Software and Hardware such as; “Adding music to iPhone”, “Using Word to print mailing labels” and other topics such as “Scanning Documents with PaperPort”. When multiple clients express a common interest to learn a topic, this motivates us to generate a Tutorial Video on that topic. Many of our videos are borne from our own research, giving us an edge to meet future questions both locally and the community at large. Our Public YouTube channel is a site dedicated to “How-to” videos. Our teaching methods have always used multimedia to demonstrate the concepts we are are trying to convey. Our Digital Photography Class (prepared in 2006) is based on video demonstrations and still images. We have used video to tutor clients over the last two decades including USAF and NASA.

    SierraTech can assist developing the look and feel of a YouTube channel (and demonstrate how it appears on various devices). We also have the tools to add content, whether recorded HDTV video, Computer Screen Recording (720P or 1080p HDTV), Narrated PowerPoint videos, and still images set to music using the Ken Burns Effect (panning and zooming photos to enhance presentation).

    If you have a website, adding embedded videos from YouTube will increase your SEO opportunities. Website hosting companies typically limit the amount of Bandwidth you can use per month. High Definition videos located on your website will use up this bandwidth quickly, if your video becomes popular, thus locking out visitors for the remainder of the billing period. If you embed a video from YouTube, your site visitor can watch the video and your website bandwidth is unaffected.

    Our Team Member Jim Kaspari reminded us that Google owns YouTube, so they will include videos in a Google search midway down the results page. If you have a client that wants to learn more about your business, and you have a YouTube video that speaks on your business’s behalf, you can always send them a link, or embed on your website under “Services” category. This make YouTube work for you.

    Let us know if you or a business client wants to add a YouTube Channel to feature your services or product information, and we can help design your channel. Bear in mind, you will need to spend time to answer questions posted on your channel. Active channels add to your Google ranking.

  17. New Probate Laws as of October 1, 2015
    By Jeremy L. Krenek, Attorney at Law

    On October 1, 2015, new laws to streamline the probate process for small estates beginning went into effect, and will allow executors and administrators of qualifying estates to expedite the probate process and cut down on costs to the estate.

    Previously, NRS 146.080 allowed a claimant to avoid probate if the estate did not include real property and the value of the estate was less than twenty thousand dollars ($20,000.00) by preparing an affidavit in lieu of filing a petition with the probate court. AB 130 amended NRS 146.080 to increase the affidavit limit to twenty five thousand dollars ($25,000.00) for all claimants except the surviving spouse. If the claimant is the surviving spouse, the affidavit limit increased to one hundred thousand dollars ($100,000.00). Additionally, motor vehicles no longer have to be included in the calculation of the size of the estate. This new law will help decrease the costs of administering an estate for those Nevadans that qualify because they will no longer be required file a petition with the court saving attorney’s fees and costs.

    The Nevada Legislature also amended NRS 145.040 by increasing the limit for Summary Administration from $200,000 to $300,000. Summary Administration allows for shorter notice periods to creditors and an expedited probate process. Now that expedited process will be available for those estates under $300,000.

    These are just some of the changes to probate and estate law made by the Nevada Legislature that went into effect on October 1, 2015. If you have questions or are confused about any of the new probate laws, do not hesitate to contact Incline Law Group to help provide you with legal clarity.

    Jeremy L. Krenek is an attorney at the Incline Law Group, LLP. Incline Law Group, LLP, is committed to providing legal clarity. Our transparent approach to delivering legal services is designed to get beneath the surface of the matter in order to minimize surprises and maximize our clients’ outcomes. Founded in 1973 by John C. Rogers, Incline Law Group has earned a reputation for professionalism, discretion, honesty, diligence and positive results. Our attorneys are licensed in Nevada and California and have been providing legal clarity in the areas of Real Estate, Litigation, Family Law, Contracts, Business Formation and Estate Planning for over 40 years to our Northern Nevada and California communities. Licensed in both California and Nevada, Jeremy’s practice focuses on general business and real estate law, family law, litigation and sports law.

  18. SierraTech LLC says:

    In October Microsoft plans to release Windows 8. IT Managers are less excited, and some claim it will be the next VISTA. It is geared toward platform uniformity between tablets, phones, touchscreen and desktops.

    What it has done is increase the sales of Windows 7, which is now catching up with the number of XP installations. Apple is poised to jump on Microsoft’s cartoonish appearance of Windows 8. Apparently the desktop appearance can be fine tuned to appear more like Windows 7, but the adds shows a Windows phone look on a desktop computer. We hope Microsoft rethinks its marketing stratagy or be prepared for the return of, “I’m a Mac” versus “I’m a PC” comercials.

    The jury is out, but we don’t want another Vista and hope Microsoft learned its lesson.

  19. Flame malware targets Microsoft Update system: Patch now

    For members using Windows, pleas have a look at the website below:

    http://www.techrepublic.com/blog/security/flame-malware-targets-microsoft-update-system-patch-now/7980

    Yesterday Microsoft released an “Out of Sequence” security update to thwart FLAME compromising the very system Microsoft uses to update our computers. Eliminating Malware can be a huge challenge, so Patch now to protect yourself!

  20. How to use Technology to professionally present your business using various Multimedia Platforms…..

    I wish to thank those who did attend this morning’s meeting, I spend hours preparing material to make multimedia presentations fun & thought provoking, and today’s presentation introduced smartphones & tablets as a method to store & present videos (sorry Jim, didn’t mean to pick on you but you were the only one present who owns an iPad).

    I have spent many hours making my clients look good, and the demonstrations this morning included DVDs containing animated still Images (using Pan, Tilt & Zoom with various transitions to keep the slideshow interesting yet informative), and multimedia platforms such as YouTube & iPhone/iPad loaded from iTunes.

    So, how can you reliably deliver your video you paid money to prepare?

    Three different solutions were presented to address delivery problems. These solutions are addressed below:

    1) Create a DVD with a Menu & Chapter structure to simplify presentation in Client’s home or office. This is a good solution, and custom labeling on DVD can be done to advertise your business printed on label along with your website. But the drawback is portability.

    2) Use YouTube to embed video on Website or stream to computer, smart phone or iPad. As I demonstrated Hi-Definition videos require fast Internet connections, something AT&T cannot provide (U-Verse should improve this). Coincidentally, after this morning’s meeting, I had a client email me that one of her client’s was unable to reliably stream content from my YouTube Channel (http://www.youtube.com/user/SierraTechORG?feature=mhee). This is because her Internet Connection was slow and is why YouTube should have both HD and Standard Definition clips, so you can stream the video using 3G connection (if using a computer you can choose resolution as I demonstrated, but iPhone 4 or 4S selects HD stream, and here is where speed problems manifest).

    3) The best solution is to pre-load the video in your iPhone or iPad. The iPad affords the big screen, and if you meet a client in Starbucks, you don’t need to worry about Wireless Internet or 3G connection issues, your video exist in your phone (Droid or iPhone) or iPad ready to tell your story. The iPhone or iPad can be connected to a widescreen TV or projector as demonstrated with iPhone.

    If you have invested in a smartphone, or Tablet, it’s time to make use of it to sell yourself on why your potential client should choose you! Slideshows can be boring, so interleaving animated photos with “HiDef” video (use 720P resolution) & adding “Royalty Free Music” gives the impression you know what you are doing. Remember if a picture is worth a 1000 words, think what a narrated video can do. Use an iPhone 4 or 4S as a video recorder (i.e. documenting how something is done).

    To watch the video presented today from my iPhone, click on one of the links below:

    http://www.youtube.com/watch?v=u-P15B2BFyg (Must have Fast Internet Connection, at least 5mbits)

    http://www.youtube.com/watch?v=jVGrh5MkAEg (Use with DSL or 3G Smartphone/iPad)

    The upcoming iPhone 5 should be a 4G device, so if you are in an area where you have reliable 4G signal, the Internet speed will be blazing fast, but I recommend preloading video using iTunes. If my client has an iPhone, iPod Touch or iPad I will create a version of the video that can be uploaded to the device. This is why you don’t want to skimp on memory when buying a smartphone or tablet.

    Thanks for the feedback this morning, even though our meeting was lightly attended I hope those who were present got some ideas how to wow your potential customers!

    Good Questions were raised, and here are some points to remember:

    DVD Resolution is 720 x 480 pixels (can be 480P or 480i depending on source material)

    iPhone 4 Video Resolution is 1280 x720 (almost 2X that of a DVD) perfect for YOUTUBE and can be down-converted for DVD

    iPhone 4S Video Resolution is 1080P (1920 x 1080 Pixels). There doesn’t seem to be a method to set it to 720P. Editing 1080P requires a lot of computing horsepower.

    Thank you for your feedback!

    Sierratech LLC

  21. This is a Website that discusses the size of QR CODES:
    Best Size QR Codes For Business Cards

    Good information sent to me by Dave Koch!

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