AllUncategorizedEventsLevin Ginsburg NewsLawPress ReleasesIBANational Business InstituteNBIReal EstateCorporate and BusinessIntellectual PropertyEmployment LawTax LawTax

The Pre-judgment Interest Amendment Remains a Hotly Contested Issue Nearly a Year After It Passed.

By: Roenan Patt In 2021, the Illinois Legislature passed a law permitting a statutory 6% interest rate on bodily injury lawsuits.  As the amendment was being debated in the Legislature, the text of the proposed bill was hotly debated between members of the plaintiffs’ and defendants’ bar and at least one Cook County Court has

Now That Roe Has Been Overturned, What Can Employers Do?

By: Katherine A. Grosh and Walker R. Lawrence Unless you’ve been living under a rock, you know that in late June 2022, the United States Supreme Court in Dobbs v. Jackson Women’s Health Organization held that there is no constitutional right to an abortion, overruling the 1973 landmark decision of Roe v. Wade. This decision

Legal Considerations for Mixed-Use Commercial Real Estate

By: Jeffrey M. Galkin The Covid-19 pandemic resulted in seismic shifts in the way people work, live, shop and engage in recreational activities.  While technological progress over the past several years started these trends, the pandemic accelerated the pace.  The impact technological progress has had on commercial real estate use and development has been dramatic. 

Illinois Courts Deny Insurance Coverage for Pandemic Related Business Losses

By: Mark L. Evans Several recent decisions in Illinois have further narrowed the path for businesses seeking insurance coverage for COVID-19 related losses. The decisions highlight the fact that, even though the scope and economic effect of the pandemic on business was unexpected, standard policy provisions have still been applied to exclude coverage. In Firebirds

Beginning July 1, 2022 – New Sexual Harassment Obligations for Chicago Employers

On April 27, 2022, Chicago’s City Council approved important amendments to Chicago’s sexual harassment laws. These changes impose additional requirements on covered employers to provide notice of the new sexual harassment laws and enhanced training. These changes also expand the type of misconduct covered under the ordinance and increase the penalties for businesses that violate

Do you Have an Up-To-Date Buy-Sell Agreement?

Judy and John started ABC Manufacturing Co. in 1980.  At the time, they outsourced all their manufacturing needs.  They had no employees and leased a small warehouse.  They prepared a “buy-sell” agreement restricting the transfer of their shares to anyone else and agreed that a “fair purchase” price would be the “book value” of the

Employers Beware – The NLRB May be Coming for Your Handbook

Employee handbooks are common in most businesses, and employers often prepare one (or find a template) and then forget about it. During the Obama administration, handbooks became a hot topic in the employment arena because the National Labor Relations Board (“NLRB”) attacked employee handbooks from every conceivable angle by arguing that a harmless neutral policy

Class Action Claims Proceed Swimmingly Against ALDI

On May 17, 2022, the United States District Court for the Northern District of Illinois entered order denying the national grocery retailer ALDI’s motion to dismiss class action claims alleging that ALDI falsely and deceptively marketed its Atlantic Salmon as “sustainably sourced.” The class action complaint alleges that contrary to ALDI’s representation “Simple. Sustainable. Seafood.”

A Victory for a Levin Ginsburg Client in the Seventh Circuit Court of Appeals

In a victory for Levin Ginsburg’s client Nano Gas Technologies, Inc., the United States Court of Appeals for the Seventh Circuit reversed the district court’s interpretation of an arbitration award, holding that the defendant could not “wait until he dies” to pay a portion of a damage award. In Nano Gas Technologies, Inc. v. Roe,

Register for Upcoming Webinar-Branding Concerns

On May 11, 2022, at 12PM CT, the latest LG Webinar will focus on branding concerns from trademark, licensing and litigation perspectives. Presented by Joseph LaPlaca, Roenan Patt, and Kevin Thompson, this webinar will focus on the issues from multiple viewpoints which should be considered when branding your company. Kevin Thompson will discuss general IP concepts

Today’s BIPA Ruling is Brought to You By the Letter I

Some judges have an extraordinary ability to explain their decisions in an easily understood and relatable manner. Such was the case in a very recent decision involving whether an employer’s commercial general liability insurance policy (“CGL”) covered an employee’s claims under the Illinois Biometric Information Privacy Act (“BIPA”). In State Automobile Mutual Insurance Company v.

No More Surprise Medical Bills

The No Surprises Act (“Act”) for healthcare went into effect on January 1, 2022.  There are several key provisions. Most significantly, the “Self-Pay Rule” under the Act generally requires healthcare facilities and providers to: Post required notices concerning an “uninsured (self-pay)” patient’s right to obtain a good faith estimate at the provider’s offices and on

Dispute Resolution and Default Clauses in Commercial Contracts

Business transactions close principally because of the relationship between the parties.  While seemingly crucial, parties frequently neglect to see past the strength of their relationship to determine what potential risks lie ahead should the business deal turn sour.  When formalizing business transactions in writing, parties are often hesitant to include language that could “upset the

No Contract, No Problem: How to Recover What You Are Owed

Business relationships are typically governed by written or oral contracts.  However, not all contracts are alike.  Sometimes, the contract is not signed by all of the parties.  Other times, the contract is missing key material terms.  Generally, businesses and individuals assume that the entities they do business with will keep their word and pay them

Intellectual Property In a Time of War

The world’s attention is now focused on the ongoing situation in Ukraine. However, the battle lines are not always easily seen on a map. In modern warfare, even intellectual property rights can be caught in the crossfire. As part of its response to the war, the United States joined other countries in declaring economic sanctions

DOJ Issues Updated Guidance on ADA Website Accessibility

Many business owners are familiar with Title I of the Americans with Disabilities Act (“ADA”) in the context of making reasonable accommodations for their disabled employees.  However, any private business that is open to the public is also potentially subject to Title III of the ADA, which protects individuals with disabilities from discrimination in accessing

Arbitration vs. Mediation vs. Litigation in a Post-COVID World

On the two-year anniversary of when the world shut down, I found myself reflecting on how my life as a commercial litigator has changed. COVID-19 has disrupted the entire judicial system as we once knew it, forcing courts with already congested dockets to shutter and quickly embrace modern technological advances to enable remote proceedings. With

Use Employee Compensation Plans to Keep Your Valued Employees

As many employers have discovered, it is becoming increasingly difficult to attract and retain talented employees. One method is to provide an attractive deferred compensation plan for your key employees. Deferred compensation plans may be of two general varieties – “qualified” or “non-qualified”. In a qualified plan, such as a profit-sharing plan or a 401k

The Great Resignation – Employers Beware

The job market continues to be volatile, and businesses are willing to take more risks to hire proven talent. That means taking the best people from their competition. Business owners therefore need to start preparing for when (not if) a key employee leaves to join a competitor. Below are some ideas to help you prepare

Licensing Your Product

You have spent years — maybe even decades — developing and creating your product. Finally, your product is ready to be put to market, and you plan on licensing it to other companies or individuals. But how do you protect yourself and your rights in the product while allowing another person or entity to use

What Does your Insurance Policy Actually Cover?

Insurance is a key part of managing risk and protecting against unexpected financial losses. Individuals and businesses alike can benefit from the right coverage, whether it be your personal auto policy, commercial general liability policy, or property damage coverage. But don’t assume that just because you have a policy you are fully covered. Insurance policies

Important Change to the Illinois Equal Pay Act

An amendment to the Illinois Equal Pay Act (“Illinois EPA”) that took effect January 1, 2022 clarified that the Illinois EPA does not prohibit employers from discussing with job applicants the unvested equity or deferred compensation that the applicant would forfeit upon resigning from the applicant’s current employer. While the Illinois EPA continues to restrict

How Do You Know If Your Insurer Has Acted in Bad Faith?

Individuals and businesses procure insurance to protect against a variety of potential losses. For example, individuals insure their homes in case of property damage, and businesses insure for certain potential economic losses. When a loss occurs, often times the claim process seems simple: the insured submits a claim and the insurer pays the claim. However,

DOL Withdraws Guidance On When An Employer Must Pay Employee for Covid Testing or Vaccinations

On January 20, 2022 the DOL released Fact Sheet #84 containing guidance for employers faced with the issue of whether or not it should pay employees for their time spent obtaining COVID-19 tests and vaccinations. On January 24, 2022, without explanation, the DOL removed Fact Sheet #84 from its website. While it is still unclear

Tips for Avoiding Trademark Scams and Solicitations

The USPTO’s database of trademarks is often used as the source of mailing information for unsolicited communications sent to trademark applicants and registrants. Many of these notices are scams, while others are for services which are not needed or required. Some are overpriced versions of real services. Some appear to be services which would be

Recruiting Top Talent and Retaining Key Employees

As we approach the new year and reflect on the radical changes occurring over the last 18 months, recruiting top talent and retaining key employees remains a significant challenge for many businesses. For that reason, many business owners are exploring additional tools and options to attract new talent and keep key employees. One of these

Is Your Insured Business Entitled to a Defense of a Lawsuit Filed Against It?

Assume that your business is sued for multiple claims including negligence, defamation, and fraud arising out of the same event. Most likely, your business has a commercial general liability policy of insurance that provides coverage for negligence claims, but not intentional torts. What protections does that policy actually provide? Although intentional acts are typically excluded

The Expanded Illinois Secure Choice Retirement Savings Program Will Soon Cover Small Employers

The Illinois Secure Choice Retirement Savings Program (“SCRSP”) is a retirement savings instrument for private sector workers in Illinois who do not have access to an employer-sponsored plan. Recent legislation expands the SCRSP to cover employers with five or more employees. Previously, the SCRSP applied only to employers with 25 or more employees that had

When Is Breach of a Future Promise Fraudulent Inducement?

Imagine you are negotiating a contract with ABC Company and that ABC Company makes promises about what it will do in the future. These future promises are not set forth in the contract, but you entered into the contract because of those promises.  Further assume that when ABC Company’s obligations arise (long after you executed

Restrictions on Limiting Fiduciary Duties Owed Under the Illinois Limited Liability Act

Changes to the Illinois Limited Liability Company Act (the “LLC Act”) become effective January 1, 2022. The upcoming changes to the LLC Act affect the ability of operating agreements to alter or eliminate certain fiduciary duties owed by LLC members. LLCs are owned by their members and are generally governed by some combination of the

A Properly Drafted Non-Reliance Clause Can Bar Fraud Claims

A well-drafted non-reliance clause will bar a later-asserted claim for common law fraudulent misrepresentation or fraudulent inducement.  A non-reliance clause should not be confused with an integration clause.  An integration clause (also called a merger clause) provides that the contract to be signed represents the final agreement, merges all prior versions of the contract, and

Trademark Registration: An Invaluable Tool to Protect Your Intellectual Property

Trademarks are symbols used in commerce to identify the source of particular goods or services. Registration gives benefits above and beyond the common law rights which arise in the U.S. upon use in commerce. But why should you want to register your marks internationally? It’s because trademark rights are territorial. There are both defensive and

Developments in the Law-Employee Handbooks and Separation Agreements

Along with the election of a new President in 2020 came the appointment of a new National Labor Relations Board (NLRB) General Counsel. In line with how many federal agencies work, the appointment of a new General Counsel often brings numerous adjustments to the law and doctrinal shifts, including overruling legal precedents that were in

How the Trademark Modernization Act Will Affect Everyone

As part of an appropriations bill in 2020, Congress passed the Trademark Modernization Act (“TMA”). Parts of it took effect on December 27, 2020 when it was signed, but much of the rest of it will become effective on December 27, 2021. The USPTO is delaying implementation of the remaining changes until June 27, 2022.

Riparian Rights – Who Owns the Water?

Assume you own a parcel of land that abuts a pond or river. Do you also have rights to the water?  Similarly, assume you and a neighbor own separate parcels of land that abut the same pond or river. What rights do each of you have to that body of water? Riparian rights refer to

Buyers of New Construction Beware: The Breach of Implied Warranty of Habitability in Illinois Further Erodes

Historically, the purchaser of a newly constructed home took the property at his or her own risk if they failed to discover a hidden or latent defect in the home’s design or construction prior to the closing of the sale. It used to be that after the sale closed an aggrieved buyer of new construction

Are you Planning to Sell your Business?

You, the business owners, have just signed a “Letter of Intent” to sell your business for $10,000,000, “subject to buyer’s due diligence”. Before you start making retirement plans, let’s determine what that means. The buyer will require copies of all your accounting and financial records, as well as all agreements and written contracts with your

Illinois Legislation Narrowing Restrictive Covenants Takes Effect January 1, 2022

Levin Ginsburg previously updated our clients on the proposed changes to Illinois non-compete and non-solicitation law (See March 30, 2021 blog here). That legislation passed on May 31, 2021, was signed into law August 13, 2021, and takes effect January 1, 2022. The new law is not retroactive, so it will not impact any agreement

Advantages of Arbitration Agreements in Commercial Transactions

Oftentimes, private arbitration is the preferred method of resolving commercial disputes, including disputes with employees and customers. Because arbitration is a creature of contract—i.e., only parties that agree to resolve disputes by arbitration are required to do so—determining whether to include an arbitration clause in a contract requires careful consideration during the negotiation of a

California is Serious About Privacy – Does Your Business Have a Roadmap to Comply with California Law?

By now, many companies who do business with California residents are familiar with the California Consumer Privacy Act of 2018 (“CCPA”), which became effective on January 1, 2020. The CCPA is one of the most comprehensive privacy laws in the country. Despite some familiarity with its requirements, compliance with the CCPA brought many challenges for

Business Owners Beware – Illinois has Expanded the Recoverability of Pre-Judgment Interest

It is rare if a business has not experienced a bodily injury claim such as a slip-and-fall in a retail store, or an accident at a construction site. In Illinois, those claims are ordinarily governed by common law negligence principles. An injured party who prevailed at trial was entitled to recover medical expenses, loss of

Champlain Towers South: A tragic case study in the pitfalls of condominium association management

Owning a condominium may seem like an easy alternative to home ownership. Maintenance costs are spread among the condominium associations’ units, a board manages the condominium association’s affairs for the other association members, and a property management company might even handle the association’s day-to-day issues. After all, board members are generally volunteers who have other,

Illinois Employers Should Think Twice Before Using Criminal Background Checks Going Forward

On March 23, 2021 Governor Pritzker signed into law Senate Bill 1480 which makes several meaningful changes to the Illinois Human Rights Act (“IHRA”). One significant change under the new law is that employers may not use criminal records when making employment decisions unless they consider specific factors and take certain steps before making a

Lapsed UCC Filing Cannot Be Revived by a Continuation Statement

The importance of perfecting a security interest by filing a UCC-1 financing statement cannot be understated. Likewise, making sure the UCC-1 financing statement is accurate and has not lapsed is just as important. The case of Committee of Unsecured Creditors of Rancher’s Legacy Meat Co. v. Ratliff emphasizes the importance of ensuring that a UCC-1

COVID-19, Return to Work, and Data Privacy Guidance

As the COVID-19 vaccines are currently being distributed, employers must address various issues relating to the transition of employees back to the office.  Below is a quick general guide concerning what employers can and cannot ask their employees concerning COVID-19:   Can an employer take an employee’s temperature? Yes. Generally, measuring body temperature is a

Illinois Legislature Narrows Restrictive Covenant Enforcement

Restrictive covenants are contractual terms that restrict an employee’s ability to work for a competitor. Historically, these covenants were often used to prohibit high-level executives or employees with proprietary knowledge from working directly for a competitor. Today, restrictive covenants are increasingly used for even lower-level employees. Examples of restrictive covenants are: “employee may not compete

The Return to Work Dilemma – Employer-Mandated COVID Vaccinations

The distribution of the COVID-19 vaccine is now underway and will become more widely available to the public. Employers are permitted to encourage and even require vaccination before allowing employees to return to work. However, mandatory vaccination policies will require careful planning, training, and transparency to implement effectively and minimize risks. The Equal Employment Opportunity

Voluntary FFCRA Extension Through March 31, 2021

As Congress pushed through an additional COVID stimulus bill on the eve of the new year, it also temporarily extended the benefits afforded to employees under the Families First Coronavirus Response Act (FFCRA). The FFCRA required employers with less than 500 employees to provide additional job protected paid leave for specific qualifying events (up to

Illinois Employers Must Complete Mandatory Sexual Harassment Training Annually

As a result of recent amendments to the Illinois Human Rights Act (IHRA), employers in Illinois are required to provide annual sexual harassment training to employees who (1) work in Illinois, (2) may perform work in Illinois, or (3) regularly interact with Illinois employees. Employers have largely ignored these new requirements in the wake of

Be on the Lookout for Unemployment Fraud in Illinois

You and your employees may become victims of unemployment fraud. The past several weeks have seen a huge increase in unemployment fraud in the State of Illinois and elsewhere. Much of the fraudulent activity arises out of the federal government’s implementation of the Pandemic Unemployment Assistance Program (“PUA”) in May of 2020. Since the launch of the

Employers Continue To Struggle With Employee Leave Laws That Protect Parents In The Wake Of Schools Reopening

With the start of the school year upon us, employers continue to struggle with employee leave laws that protect parents. In response to the pandemic, Congress passed sweeping legislation (the Family First Coronavirus Response Act or FFCRA) that provides, among other benefits, up to 12 weeks of paid leave for parents who are unable to

Can Businesses Count on Business Interruption Coverage to Combat COVID-19 Losses?

When disaster such as fire, explosion, or other event strikes and damages a business to the point of interrupting operations, the business owner will turn toward its insurance policy and business interruption coverage (if available) to alleviate the financial fall out.  Business interruption policies generally provide coverage for lost income and extra expenses that a

The Force Majeure Clause in an Age of COVID-19

An often overlooked contract provision has now gained the spotlight in the wake of the COVID-19 pandemic.  Parties to a contract are now considering whether a contractual force majeure (French for “superior force”) clause will play a critical role in determining whether or not performance is still required.  Force majeure provisions typically consist of boilerplate

Update on Federal COVID-19 Legislation

By: Walker R. Lawrence Yesterday the President signed into law the Emergency Families First Coronavirus Response Act (H.R. 6201) (the “Act”) which provides for emergency family medical leave and emergency paid sick leave. Employers must comply on or before April 2, 2020. Here’s the benefits the Act provides for employees: Emergency Family Medical Leave Applies

New Rules Regarding Retirement Benefits — More Secure?

The Setting Every Community Up for Retirement Enhancement Act (SECURE Act) is now effective.  The Act made various changes to rules regarding qualified retirement plans as well as some changes to 529 plans.  The following are but a few of the changes: IRAs and other Qualified Retirement Plans Under the SECURE Act, the general rule

Can Employee Handbooks Require Arbitration of Employment Disputes?

Every business with employees should have an employee handbook.  An employee handbook is essential because it helps employees to understand what their rights are, what the company’s human resource processes and policies are, standardizes company policies and reduces human resource’s time resolving issues. Handbooks and policies are also often required if an employer wants to

City of Chicago Fast Tracks $15/Hour Minimum Wage Ordinance

On November 26, 2019 the Chicago City Council amended its Minimum Wage Ordinance to accelerate its $15/hour minimum wage hike four years ahead of schedule. Instead of tying the increases to CPI in 2020, the amendment will increase the minimum wage to $14/ hour on July 1, 2020 and to $15/hour July 1, 2021. The

Don’t Let A Creditor Make It Personal

As the owner of a corporation, when you set up your business, you and your lawyer believed that you had taken all necessary steps to protect your personal assets.  After all, the primary reason you set up a corporation was to shield your own assets from your business’s creditors. In order to ensure that your

Current I-9 form will Expire August 31, 2019 – What should you do?

The current I-9 form that is approved for use by the U.S. Citizenship and Immigration Services (USCIS) is set to expire on August 31, 2019. USCIS has not finalized the next version and in previous years, USCIS has directed employers to continue using the expired form (available at its website) until an updated version is

Morris Saunders to be a Presenter at Upcoming NBI Seminars

Morris Saunders will be a presenter at two upcoming seminars for the National Business Institute. Both seminars are being held at Illinois Business & Industry Services located at 1100 East Warrenville Road, Suite 150 Naperville IL 60563. The first seminar is titled “Trusts: The Ultimate Guide” where Morris will be giving two presentations. The first

Estimates are Opinions, Not Fact and Not Actionable

The internet has unquestionably provided unparalleled access to information to the public, both consumers and businesses, not seen since Johannes Gutenberg invented the printing press.  One such benefit of the access the internet has provided is in real estate.  Several websites now allow users to get estimates on almost every property imaginable.  Zillow is one

An Unexpected Risk for Banks: The Chicago Residential Landlord and Tenant Ordinance

It is an all too common scenario these days with mortgage foreclosures still commonplace in Chicago:  someone leases a single family home or condominium unit (used for residential purposes) from the then owner of the property.  Subsequent to this lease being executed and the tenant taking possession, the owner goes into default on his or

Employee Owes Fiduciary Duty to Employer and Cannot Misappropriate a Corporate Opportunity

The Illinois Appellate Court has reiterated what the Illinois Supreme Court said a few years ago: Employees of a corporation owe a duty of loyalty to the company by which they are employed.  And that it is a breach of their fiduciary obligation to appropriate for their own gain an opportunity that rightfully belongs to

The Board Made a Wrong Decision – Can (Should) it be Held Liable?

The board of directors made the decision to acquire a company for $100 million.  The negotiations and the due diligence process were difficult, but the board finally approved the acquisition and the transaction closed.  After closing, the acquirer determined that the value of the acquired company’s assets were greatly overstated and the acquiring company took

When Silence Is Not Golden, A Cautionary Tale For Brokers

Under the “Carmack Amendment,” a motor carrier (i.e. an entity providing transportation of cargo) is generally strictly liable for damages incurred during the interstate shipment of goods.  Alternatively, a broker (i.e. an entity who arranges for the transportation of cargo) is ordinarily not liable under the Carmack Amendment so long as it does not hold


While most businesses are aware, a surprisingly small number report that they will be ready to comply with the California Consumer Privacy Act (“CCPA”), when it officially takes effect on January 1, 2020. The CCPA was first signed into law in September 2018.  Often touted as “GDPR Lite” or “GDPR 2.0” because of its similarity

Illinois Minimum Wage Law Update – Higher Wages and Stiffer Penalties

On February 19, 2019, newly elected Governor J.B. Pritzker fulfilled a campaign promise and signed legislation that will raise the Illinois Minimum Wage. The law made two major changes: Raised the minimum wage to $15.00 per hour by 2025 Significantly increased the penalties for violations of the act – including misclassifying independent contractors Minimum Wage

Levin Ginsburg Welcomes Roenan Patt to the Firm

LEVIN GINSBURG is pleased to announce that Roenan Patt has joined the firm as an Associate in its Litigation Practice Group.  Mr. Patt is a graduate of The John Marshall Law School, cum laude, (J.D., 2012) and Roosevelt University, (B.S. Biology, 2009). Roenan is a litigation and trial lawyer who has six years of experience

“For the times they are a-changing’.” Illinois Supreme Court rules that the Implied Warranty of Habitability does not apply to subcontractors.

For over 30 years, since Minton v. Richards Group of Chicago, 116 Ill.App.3d 852 (1st Dist. 1983), subcontractors in Illinois have been potentially liable to homeowners for breach of the implied warranty of habitability even though there was no contract between the subcontractor and owner.  The implied warranty of habitability is a judicially created doctrine

Katherine Grosh Authors Article for the Appellate Lawyers Association

Katherine Grosh authors article for the Appellate Lawyers Association titled, May a Federal Court Count the Vote of a Judge Who Dies Before the Decision is Issued? Please click here to read the article.

LIBOR Rate Phase-out — What’s Next?

Sometime in 2021, the most important benchmark for setting interest rates on commercial (and many variable rate residential) loans will be eliminated.  Trillions of dollars of such loans are governed by LIBOR, which is short for the London interbank offered rate.  LIBOR is determined on a daily basis and is the interest rate that London

Predictive Scheduling Legislation: What You Need To Know To Avoid Costly Surprises

In approximately a dozen states and a number of smaller municipalities across the U.S., including Illinois and Chicago, initiatives have been introduced that would allow state and local governments to dictate how restaurants (and retailers) schedule their employees. Some view this approach as interfering with employers’ rights to control the workplace while others view it

The Bottom Line on the Impact of Minimum Wage Hikes on the Restaurant Industry

Minimum wages are rising across the country, with well over a dozen states, plus many cities increasing minimum wages over the past few years.  As those changes are implemented, restaurant owners are finding that they must make significant adjustments to how they run their businesses in order to stay in business.  The Bay Area of

Taxpayer Attempts To Claim A Unilateral Settlement With IRS

In his letter enclosing his $1,396 check, taxpayer asserted unilaterally that “we are now concluded on this tax return issue” and that he would not “have any more issues with IRS” regarding 2006. But there can be no settlement unless there is mutual assent to its terms, which taxpayer has not shown. To demonstrate assent

Legal Tech Corner: Developing Laws to Fit the Internet of Things

In typical California fashion, the state is leading the charge toward developing law that would regulate the Internet of Things (“IoT”). IoT devices typically include any device that connects to the internet, such as phones, tablets, home security systems, Amazon “Alexa” and other similar convenience items, thermostats, baby monitors, and even connected home security systems.California

Predictive Scheduling Legislation: What You Need to Know to Avoid Costly Surprises

In approximately a dozen states and a number of smaller municipalities across the U.S., initiatives have been introduced that would allow state and local governments to dictate how restaurants (and retailers) schedule their employees. Some view this approach as interfering with employers’ rights to control the workplace, while others view it as a necessary tool

Michael Weissman to Present at an Upcoming ISBA Program

Michael L. Weissman will be a speaker at an upcoming Illinois State Bar Association program titled Navigating Today’s Muddy Banking Waters. The program takes place on Thursday, October 4, from 9:00 a.m. to 12:15 p.m. at the Chicago ISBA Regional Office located at 20 S. Clark Street, Suite 900. To register for the program, please

Recent Changes in Illinois Law Will Place Additional Burdens on Employers

In 2018, Governor Bruce Rauner signed into law a number of changes that are already in effect or will go into effect starting January 1, 2019. As with each New Year, it is important to reflect on those changes and how they impact your business. Amendments to the Illinois Wage Payment and Collection Act As

Will 2 Years of Continued Employment Be Enough in Illinois to Enforce a Non-Compete?

The Answer: It’s Complicated. In 2013, an Illinois Appellate Court in Fifield v. Premier Dealer Services, Inc., decided that absent additional consideration, continued employment for less than 2 years after the restrictive covenant was signed, would not be sufficient to enforce a restrictive covenant. The Fifield decision was unusual because courts often do not consider

Have You Looked At Your Buy-Sell Agreement Lately? Business Succession Planning

John, Alexandria, Mary, Martin, and Yvette, formed the Jammy Sleepwear Company over thirty-five (35) years ago.  They were equal partners and formed a corporation.  On the advice of their attorneys, the entered into a shareholders’ agreement that contained buy-sell provisions.  This type of agreement is sometimes referred to as a “buy-sell agreement”. Their buy-sell agreement

The Plaintiff’s End Game – Collecting the Judgment

It was a hard fought battle. You successfully sued a party in a commercial dispute who wronged you and a judge or jury awarded you seven-figure sum. Because the Defendant didn’t immediately take out its checkbook, however, you now face the task of collecting the judgment. Oftentimes, litigation doesn’t end when the judge bangs the

You Can Run But You Can’t Hide… More On Privacy Regulation, GDPR And California. Who’s Next?

On May 25, 2018, the European General Data Protection Regulation (“GDPR”) went into effect.  US-based companies that had offices in the European Union or European Economic Area (collectively, “EU”) or those companies whose target market consisted of persons living in the EU were forced to take both IT and legal measures to ensure compliance, or

Estate Planning and Administration: The Complete Guide

Morris Saunders will be a presenter at a seminar entitled “Estate Planning and Administration: The Complete Guide” for the National Business Institute. Morris will be giving two presentations at Illinois Business and Industry Services located at 1100 East Warrenville Road, Suite 150 Naperville IL 60563. The first presentation titled “Transfers During Life and Inter-Vivos Trusts” will take place

Purchaser Collection of Pre-Closing Rent Deficiency

In the purchase and sale of real property which is leased to tenants, sellers and purchasers must pay particular attention to the allocation of rent collected both before and after the closing.  A typical purchase and sale agreement will include, among other things, language addressing the allocation of rent by the parties for the current

Our Company is a US Company – Do We Care About GDPR?

The long-anticipated effective date of The Global Data Protection Regulation (“GDPR”) is upon us.  On May 25, 2018, GDPR, a mandate for safeguarding the personal data of European citizens officially became effective.   This article explores some of the implications GDPR has on U.S. based companies. i.          Jurisdiction: For companies based in

Keeping your Trade Secrets Safe: The Runaway Employee

Keeping your Trade Secrets Safe: The Runaway Employee How can a business protect its critical information when an employee goes to work for a competitor? Many employers simply assume that if it considers information “confidential,” the law automatically protects it when an employee snatches it up and leaves to work for a competitor.  That’s not

Choice of Business Entity (Part 2)

In Part 1, we explored doing business as a sole proprietor or in a partnership.  A problem with those types of business entities was that they did not shield the sole proprietor or the general partner from the claims of creditors of the business.  This installment will briefly discuss the operation of a business through

Choice of Business Entity (Part 1)

Congratulations, you have decided to start a new business.  You are going to become an “entrepreneur”, a business owner.  You have put together your business plan, located potential business premises, talked with your advisors, and are ready to get started. You have talked with an attorney and an accountant and they have advised you to

Are Your Business E-Mail Messages Legally Compliant?

Overview: You may have heard of The Can-Spam Act (“Can-Spam”), but if your business engages in email marketing, you must understand the requirements and put processes in place for compliance.  Can-Spam is a federal law that establishes requirements for all outbound commercial messages, regardless of whether they are B to B (business to business) or

A Baseless Lawsuit Was Filed Against My Business. Can I Recover My Attorneys’ Fees?

Defending lawsuits is sometimes an unfortunate but necessary part of doing business. Whether the case was quickly dismissed by the court, or whether you won the case after a trial, you and your attorneys knew the case was unfounded from the beginning and yet you had to spend substantial time and money that you could

Keeping your Trade Secrets Safe: The Runaway Employee

How can a business protect its critical information when an employee goes to work for a competitor? Many employers simply assume that if it deems information “confidential,” the law automatically protects it when an employee leaves and goes to work for a competitor.  That’s not necessarily the case.  In order to protect its confidential information,

Estate Tax Developments under the New Tax Act – What about Illinois residents?

Under the Tax Cuts and Jobs Act, the new federal estate tax system “exempts” from federal estate tax, all estates under $11.2 million for each decedent, meaning that a married couple could have an estate of $22.4 million and not incur any federal estate taxes. This higher amount means that most estates will not be

How Do You Value a Business for Buy-Sell Purposes?

By: Morris R. Saunders Owners of closely held businesses should have a buy-sell agreement if there are multiple owners. The buy-sell agreement, often incorporated in a Shareholders Agreement for corporations, Operating Agreements for limited liability companies, and Partnership Agreements for partnerships, should plan for the continuity of the business upon such events as: – Death or

New York Toy Fair Is Approaching. Are You Legally Prepared?

February 17, 2018 is fast approaching.  Anyone who is anyone in the toy industry will be at Javits Convention Center showcasing the latest and greatest in toy innovation.  All businesses in the toy industry are putting the final touches on their displays and their presentations.  Is a meeting with the company’s lawyer on the pre-show

Illinois Appellate Court Recognizes Common Interest Exception to the Waiver of Attorney-Client and Work-Product Privilege

By: Kristen O’Neill On December 7, 2017, the Illinois appellate court for the First District in Selby v. O’Dea et al., held that co-litigants in a case who agree to share information with each other pursuant to their common interest in the litigation do not waive either the attorney-client privilege or work-product privilege. Although many

Is Your Business BIPA Compliant?

By: Natalie A. Remien In order to increase productivity and efficiency, businesses are increasingly using biometric data to identify employees, customers and other individuals.  For example, some employers use biometric data to identify their employees and track work hours for purposes of compensation.   Biometric information includes fingerprints, retina scans, facial scans, hand scans, or other identifiers

Is Your Business BIPA Compliant?

In order to increase productivity and efficiency, businesses are increasingly using biometric data to identify employees, customers and other individuals.  For example, some employers use biometric data to identify their employees and track work hours for purposes of compensation.   Biometric information includes fingerprints, retina scans, facial scans, hand scans, or other identifiers that are biologically

Updates to Construction Contracts

As is its custom every ten years, the American Institute of Architects (AIA) has released updated versions of many of its industry standard construction documents commonly used by owners, architects and contractors.  The A101 (Standard Form of Agreement between Owner and Contractor) and A201 (General Conditions of the Contract of Construction) – which constitute the

Trademarks for Apps

If you are a typical person today, you’ve likely used at least three different apps before 9 am.  You get up in the morning and click on your weather app of choice to figure out what to wear and whether to take your umbrella.  Then you grab an UBER® to get to the office and

Joseph Ginsburg to be a Guest on a Weekly Radio Show

Joseph Ginsburg will be a guest on Shalom Klein’s AM560 radio show, Get Down To Business, on October 1st at 6:30 p.m..  Joe will be speaking on the topic of business continuity/succession planning. For more information about the show, please click here.

Is the Confession of Judgment Provision In My Contract Enforceable?

Answer: In a consumer transaction, no.¹ In a commercial transaction, it depends. A typical “confession of judgment” provision in a commercial contract (e.g., a promissory note) authorizes the creditor upon a default under the agreement to obtain a judgment for the amount owed without notice to the debtor(s) or guarantor(s), and allows the creditor to immediately

An Employer Can Be Liable for Accessing an Employee’s Personal Email Even if the Employee Engaged in Misconduct

Over the last several years, communication via email and text has become commonplace in the workplace. Oftentimes, employees use one device for both personal and work-related communication regardless of whether that device is employee-owned or employer-provided. There is no doubt that employers may have legitimate business reasons for monitoring employee communications. For example, an employee

Revisions to the Illinois Limited Liability Act

The Illinois Limited Liability Company Act (805 ILCS 180) (the “LLC Act”) recently underwent significant revisions which became effective on July 1, 2017.  The changes to the LLC Act align with the revised Uniform Liability Company Act, and Illinois now joins fifteen other states in modeling the revised Uniform Liability Company Act.  Although the LLC

Reminder to Chicago Landlords: Tenants Must be Notified of a Pending Foreclosure Action

By: Kristen E. O’Neill Under the City of Chicago Residential Landlord Tenant Ordinance (“RLTO”), owners and landlords of residential property located in the City of Chicago must notify their tenants of a foreclosure action within seven (7) days of being served with the foreclosure complaint. If the foreclosure action is pending at the time the lease

Recent Revisions to Illinois Limited Liability Company Act

By: Pamela Gros The Illinois Limited Liability Company Act (the “LLC Act”) was originally enacted in 1993 and was later revised in 1998. The LLC Act has recently undergone significant revision, which such revisions became effective on July 1, 2017.  The changes to the LLC Act align with the revised Uniform Liability Company Act and Illinois

Privacy and the Applicant

By: Natalie A. Remien The interviewing process should not be one that is fraught with legal risk.  However, privacy concerns are on the rise for employers, particularly with respect to what information can legally be asked of an applicant, and what information may be obtained on a particular applicant with or without the applicant’s permission. As

Reminder to Chicago Landlords: Tenants Must be Notified of a Pending Foreclosure Action

Under the City of Chicago Residential Landlord Tenant Ordinance (“RLTO”), owners and landlords of residential property located in the City of Chicago must notify their tenants of a foreclosure action within seven (7) days of being served with the foreclosure complaint. If the foreclosure action is pending at the time the lease is executed, the

Have You Looked at Your Estate Plan Documents Lately?

Does this sound familiar? “John and Mary kept delaying any discussions about preparing estate planning. After they had their first child, Jack, they finally decided it was time to discuss their estate plan with a lawyer. They set up a trust for Jack if anything happened to John and Mary and designated John’s parents, who

Michael Weissman to be a Featured Speaker at Upcoming Events

Michael Weissman will be a featured speaker at the Specialized Lending Conference for the National Credit Union Association. The conference will take place on May 24, 2017 at the Downtown Hilton Hotel in Tampa, Florida. Michael will also be both a speaker and moderator at a program sponsored by the Illinois State Bar Association’s Section Council

Administrative Dissolution May Breach a Company’s Third-Party Contracts

By: Pamela E. Szelung Under Illinois law, corporations and limited liability companies (“LLCs”) are required to file annual registrations with the Illinois Secretary of State and pay any applicable annual taxes and fees in order to maintain their entities in good standing.  Pursuant to Section 35-25 of the Limited Liability Company Act (the “LLC Act”), the

Your Trademark – Their Name…

By: Natalie A. Remien Most wise business owners have applied for and obtained trademark registrations for their business’s name, logo and/or its products and services.  Most businesses own a domain name that contains some part of their business name.  But what happens if someone takes your federally registered trademark, and registers, or without your

United States Seventh circuit Court of Appeals Extends Protection Against Discrimination in the Workplace to Discrimination Based on Sexual Orientation

By: Kristen E. O’Neill On April 4, 2017, the United States Circuit Court of Appeals for the Seventh Circuit in the case Hively v. Ivy Tech Community College of Indiana, became the first federal appellate court to hold that discrimination on the basis of sexual orientation is a form of sex discrimination prohibited under Title VII

Decisions Facing Trademark Holders In A Post-BREXIT Europe

While the BREXIT decision has been made, much ambiguity remains on the issue of trademark rights holders and their interests that are currently protected by European Union trademarks, commonly referred to as “EUTMs”. Neither Theresa May’s BREXIT speech in January 2017, nor the UK government’s white paper entitled “United Kingdom’s exit from and new partnership

Morris Saunders to be a Presenter at an Upcoming NBI Seminar

Morris Saunders will be presenting a seminar entitled “Medicaid Planning: The Ultimate Guide” for the National Business Institute. The seminar will take place on June 21 and 22, 2017 in Naperville, Illinois. To register, or for more information please click here.  

Amendments to Illinois Right to Privacy in the Workplace Act Expand Privacy Protections for Employees

On Jan. 1, 2017, amendments to the Illinois Right to Privacy in the Workplace Act (IRPWA) took effect expanding the protections of IRPWA to prevent employers from insisting on access to any employee’s “personal online accounts.” The broadened definition of “personal online accounts” now includes all “online accounts” “used by a person primarily for their

Unexpected Liability for Service Providers

With “hacking” and identify thefts becoming all too common place, each service provider must place more and more emphasis on protecting itself from legal liability caused by not only its own actions, but the actions of the company(ies) to whom it outsources. This article provides an introduction to contracting for service providers with an eye

Recent Amendments to the Illinois Personal Information Protection Act

The threat of the theft or accidental disclosure of electronic personal information is on the rise. On January 1, 2017, new legislation went in effect amending the Illinois Personal Information Protection Act (the “Act”) to expand the definition of protected personal information and increase certain security and notification requirements for data breaches. Important amendments to

Selling Your Business?

John Smith owned a small manufacturing business.  One day he received a call from one of his competitors who said he was interested in buying John’s business.  John was now 75 and this seemed like the perfect opportunity for him to retire and have that “nest egg” for him live comfortably in retirement. John met

Is Your Business Litigation Proof?

The heading of this blog is a misnomer. There is no such thing as being litigation proof. Anyone can sue your business for any reason and meritorious or not, you will still have to defend the claim. Still, there are many important steps a business can and should take to reduce its exposure and put

Administrative Dissolution May Breach a Company's Third-Party Contracts

Under Illinois law, corporations and limited liability companies (“LLCs”) are required to file annual registrations with the Illinois Secretary of State in order to maintain their entities in good standing.  Pursuant to the Limited Liability Company Act (the “LLC Act”), the Secretary of State may administratively dissolve an LLC if it fails to timely file