Coulter Tateoka Attorneys At Law

We advise our clients throughout the life of their business. We help with the formation of businesses, draft bylaws and operating agreements between the owners, review and draft contracts for use with employees and other third-parties, represent clients in contract disputes, and assist with sale or dissolution of a business. We will work closely with you as your business needs grow and change. Having a great idea for a business is only the first step in starting a business. There are many common pitfalls that can be avoided by thoughtful planning. This is where we come in. We will sit down with you and help you turn your vision into a reality. Having a foundation in place when you start a business will significantly increase your chances of realizing sustained success.

At some point, every business must enter into a contract, whether with a customer, employee or another business. Contracts are legally binding documents, and thus business owners need to understand the terms of the contract and ensure that they are sufficiently protected in the event of a breach or dispute. Having comprehensive and clear contracts is critical for success in business. If you have any questions about a contract, or would like to ensure that your contracts contain the provisions necessary to protect your interests, please contact us. We can review your existing contacts, draft standard contracts for use in your day-to-day business, or represent you in a contract dispute. We will work with you to ensure that your contracts are complete and meet all of your needs, and that you have a true understanding of the terms.

At some point, every business must enter into a contract, whether with a customer, employee or another business. Contracts are legally binding documents, and thus business owners need to understand the terms of the contract and ensure that they are sufficiently protected in the event of a breach or dispute. Having comprehensive and clear contracts is critical for success in business.

Employment and Independent Contractor Agreements are important to establish, up front, what the parties’ expectations of each other are, and to precisely identify the relationship and obligations between the parties.It is important to set out these expectations and promises in writing before a dispute arises.

Anytime a business is bought or sold, it requires attention to detail and a lot of planning. Are you purchasing/selling stock or equity interest in a business, or just the assets of the business? Is the purchase seller financed, and if so how is the seller secured? Indemnification for liabilities? Is the seller agreeing to continue on as a consultant/employee? Should there be an agreement of the seller not to compete? We will advise you on these important considerations, and ensure that your contract contains all of the terms of the deal.

Brokers are individuals or entities who are authorized to sell or provide services on behalf of a business, but who remain independent of the business. Broker Agreements clearly set forth the scope of the broker’s authority to act on the business’ behalf, the Broker’s compensation structure, geographic limitations, exclusivity and confidentiality terms, etc. It is important to have a clear and complete agreement in place before Broker is authorized to act on your behalf.

As great as it would be to operate a business and never have to deal with any disputes, this is just not a reality. Every business will eventually encounter some sort dispute, whether it be internal (e.g. ownership or employee disputes) or with a third-party (e.g. payment, contract, or insurance disputes). We are experienced in assisting our clients resolve their business disputes in an efficient, cost-effective, and timely manner.

Disputes between business partners can arise from a number of different situations, such as disagreements over strategic business decisions, money/valuation, sales of equity ownership, lack of performance, or deteriorating personal relationships. These disputes can be costly and negatively impact ongoing business. We can help you resolve these difficult disputes and ensure that your interests are protected.

Employment Disputes can take many forms, whether it’s wrongful termination, disputes over compensation, or accusations of sexual harassment claims. If you or your company has to deal with an employment dispute, it is vital that you have a lawyer who can help you resolve the dispute.

Business owners invest a lot of time and money ensuring that that their business is protected by insurance. Some insurance is required to be maintained, while other insurance is for peace of mind and risk avoidance. You pay premiums to insurance companies to protect your business. When the time comes for a claim to be made, you expect to receive the benefit for which you bargained. If your insurance company is giving you the run around, or your claim has been denied, we can help.

Business Planning has many aspects, including formation, business plans, agreements governing the ownership and operation of the business, employee handbooks, deciding when and how to bring in new owners or buy out existing owners, estate and succession planning, selling or transferring all or part of the business to third parties, creating relationships with third-party entities or individuals, and dissolving a business. Each aspect of the business requires thoughtful planning and execution. Our experienced attorneys can advise and assist you with your business planning needs.

An operating agreement is an agreement by all members of a limited liability company that sets forth the rights, duties, and expectations of the members of the company. It important to agree upon these matters before a dispute arises. Typical provisions includes what duties will be performed by each member, what compensation and distributions will be made to the members, restrictions on the sale of membership interest in the company, what happens to a member’s interest upon incapacity or death. A carefully drafted operating agreement will address the issues that may foreseeable arise, and save you money and time if a dispute ever arises.

A shareholder agreement is an agreement amongst the shareholders of a corporation, and typically include terms restricting the transfer of shares, establishes voting rights that concern control of certain aspects of the business, establish minority shareholder rights, establishing alternative dispute resolution procedures, and restricting the shareholder’s from directly or indirectly competing with the business. When negotiating and drafting a shareholder agreement, there are numerous details to consider. Our attorneys can help you create a comprehensive shareholder agreement.

Buy-Sell Agreements are legally binding agreements between business owners that set forth the terms upon which one or more owners may buyout another owner’s equity interest upon that owner leaving the business, divorcing their spouse, passing away, or becoming incapacitated. Alternatively, the company may be granted to right to redeem the shares, instead of the other owner’s purchasing the shares. This is important where the owners want to be partners in business with each other, but with the other owner’s spouse, heirs, or some unknown third-party. The buy-sell agreement may provide for maintaining life insurance to cover the cost of a buyout in the event of an owner’s death.

Succession Planning for a business owner is important because sooner or later you will retire or pass away. The issue is who will run your business and who will own your business after you are gone. Management succession planning is the process of finding and training people to fill in key positions and roles for the future. A business should consider giving incentives to these key people to keep them in the business. Such incentives may include transferring ownership in the business over time, or granting stock options.

Hiring an attorney is important when obtaining the proper licenses for your business. Most importantly, they will assist you in making sure that you have all of the proper licenses, protecting you and your company from unknowingly violating the law. In addition, they can also help you in applying for and obtaining the license while you focus on the other aspects of your business.

Businesses cannot succeed if their clients or customers do not pay for services or goods. All too often we see businesses abandon their collection efforts because the cost of collection exceeds the amount recoverable. Carefully drafted documents avoid this result by making the client or customer liable for your collection costs (including attorney’s fees) in addition to the original debt.

The Coulter Law Group will vigorously represent your business’ interests in court. Litigation can be an expensive and slow process, but oftentimes cannot be avoided. We strive to provide cost-effective litigation and dispute resolution services, with a focus on problem solving. Our experienced attorneys can help you determine the best way to handle your business litigation issues, and we will advocate for you every step of the way.

The Coulter Law Group represents general contractors, subcontractors, and suppliers in a variety of construction-related matters. We review, draft, and negotiate construction-related contracts; resolve job and contract disputes; obtain full and timely payment and retainage; resolve payment disputes and handle mechanic’s and materialman’s liens; resolve lien disputes; and offer advice and counseling on all aspects of commercial and residential construction.

The Uniform Commercial Code is a set of rules that must be adhered to by all companies in the United States, regardless of industry or location. These rules are in place to allow for easier access to interstate sales and distribution. We can help you to ensure that Standard Operating Procedures comply with the legal boundaries set forth by the Uniform Commercial Code.

When choosing your next business space or leasing your property out, there is much to consider to control the costs and maintain profitability. Commercial property lease contracts, if setup properly can be a great way to increase your bottom line, if you negotiate things up front and make the right agreements. If not properly setup terms to your lease, this could affect your short and long term growth of your business and personally binding yourself with future liability, when you need to change or grow into a larger place. At Coulter Law Group, we are here to assist and service owners of small to midsized business to secure sufficient facilities for operations and growth of their organization.

Oftentimes, entrepreneurs will have a great idea and all the motivation needed to start a successful business, but they don’t know the advantages and disadvantages of selecting a particular type of entity for their business. There are both legal implications and tax implications for each entity choice.

Limited Liability Companies (LLC) are a hybrid business entity. The entity is structured similar to a partnership, but the owners are referred to as Members. Members have liability protection from business liabilities similar to a corporation. But unlike a corporation, a LLC does not have to comply with ongoing corporate formalities. A LLC may be managed by its Members or by Mangers.

C-Corporations are separate legal entities. That entity can enter into contracts, and can sue and be sued. The primary benefit of a corporation is that shields the personal assets of the owners (shareholders) from business liabilities. C-Corporations can have unlimited shareholders, a perpetual existence, and unlimited growth potential. The corporation is run by a board of directors and officers.

S-Corporation enjoy many of the same benefits of a C-Corporation (e.g. shareholder limited liability, separate legal entity, perpetual existence), but they are treated differently for tax purposes. A S-Corporation is a pass-through legal entity for tax purposes, meaning that the owners report the businesses profits or losses on their individual tax returns. In other words, S-Corporations avoid “double taxation” on corporate income.

There are different types of partnerships, including General Partnerships, Limited Partnerships, and Limited Liability Partnerships. A General Partnership is an association of two or more persons to carry on as co-owners a business for profit. There is no formal filing requirements to form a general partnership. The key drawback of this type of entity is that the general partners have no personal liability protection from partnership liabilities.

What good is having contracts drafted and signed if the conditions stated in those contracts are never met? Having a lawyer help you draft your contracts is an excellent idea to make sure the contracts and agreements are airtight with no room for ambiguity. Equally important is having a lawyer on your side to help you enforce the terms of the contract should the individual fail to comply.

Alternative Dispute Resolution or ADR is an attempt to help two parties reach an agreement without having to go to trial. There are several different types of Alternative Dispute Resolutions, the most popular of which being mediation. We can help by representing your company’s interest in several types of ADR including Mediation, Arbitration, Conciliation, Negotiation, Collaborative Law, Conflict Resolution, and Dispute Resolution.

The Coulter & Tateoka attorneys represent real estate owners, investors, owners associations, buyers, sellers, landlords, and tenants in a wide variety of real estate matters including contract drafting and review, transactions, negotiations, litigation, and advising and counseling on all aspects of commercial, investment, and residential real estate.

If someone involved in the sell/purchase of a home feels that the terms of the contract weren’t met, they can dispute the contract. Contract disputes typically require an intelligent legal mind and extensive knowledge and experience with contract law. If you feel you have grounds to dispute a contract or need help because someone is disputing your contract, call us and get an expert on your side.

The attorneys at the Coulter Law Group assist individuals, families, and businesses with all real-property related transactions. Some transactions are straightforward and simple, but they still require a clear and unambiguous written contract to avoid foreseeable disputes. Some transactions are complicated, and require a high attention to detail, separate related agreements to secure performance. We assist our clients negotiate and draft real estate transaction documents, or review existing contracts.

Installment sales are an agreement to pay for a product or service in several portions that extend past the initial payment; examples could include auto or home financing. The contracts for these types of sales can be tricky, and must be worded carefully in order to protect the buyer and the seller. We can help by using our years of training and experience to help draft the perfect document, minimize ambiguity, and maximize clarity.

Trust deeds or secured lending is the practice of forming two different titles for a property, the legal title and the equitable title. When financing is secured for a home, the buyer takes control of the equitable title and the legal title is transferred to a trustee or neutral third party. Once the loan is paid off, the owner then takes possession of the legal title and officially owns the house. If the loan is not paid off or is defaulted on, the financing company then has the option to take possession of the legal title.

Mechanic’s Liens, in short, are liens put on a property in order to ensure payment for cleaning, construction, or renovation of a property. Essentially, if you hire a contractor to do a renovation on your home, a mechanic’s lien allows them to take temporary control of the property until the work has been paid for. If you need help drafting or fighting a mechanic’s lien, get a hold of us and we can help.

The Coulter Law Group represents general contractors, subcontractors, and suppliers in a variety of construction-related matters. We review, draft, and negotiate construction-related contracts; resolve job and contract disputes; obtain full and timely payment and retainage; resolve payment disputes and handle mechanic’s and materialman’s liens; resolve lien disputes; and offer advice and counseling on all aspects of commercial and residential construction.

Businesses and individuals routinely enter into to contracts. In order to protect your interests, you need to ensure that that each of your contracts are clear, enforceable, provide adequate remedies, and reflect the true intentions and exceptions of the parties.

A subcontractor is a person who is hired perform work and fulfill all or part of the conditions set forth in a construction contract between other people, usually the owner and general contractor. Subcontractor agreements should always be reviewed by an attorney in order to make sure the terms, conditions, and scope of work are clear and correct; that you understand all of your obligations; and to avoid or address foreseeable disputes.

The experienced litigation attorneys at the Coulter Law Group can handle your real estate and construction disputes, including breach of contract, collection, liens, defective construction claims, and insurance disputes. We represent property owners, general contractors, subcontractors, buyers and sellers, suppliers, and others in a variety of real estate litigation matters. At the Coulter Law Group, we strive to provide effective, cost efficient solutions to litigation disputes.

The Coulter Law Group represents both individuals and businesses in debt collection matters, whether you are the debtor or creditor. We understand that debt collection can be difficult, costly, and time-consuming. We strive to provide timely, cost-effective representation in debt disputes, which include negotiation, settlement agreements, installment payments, skip tracing, litigation, judgments, wage and bank garnishments, and judgment liens. Our experienced attorneys can help you determine the best way to handle your collection issues.

A warranty is a guarantee of a service or product. In the field of construction, warranties are guarantees that the work performed or product supplied will function as intended, properly and reliably for a set amount of time. Most construction warranties are in writing and they establish the standard for determining what work or product is defective. There may also be instances where an implied warranty may be applicable.

There are several situations in which a property can be declared condemned. Typically, this is done in areas that have been designated for public use or construction. The public authority can declare a property condemned and take ownership under the law of eminent domain. The property owner is often offered a payout for their property, known as a pro tanto award. If the property owner does not feel that the pro tanto award is enough, they can decline the award and hire a lawyer to try and get what they think is fair.

Zoning is the practice of the government regulating the types of buildings and properties which can be contained within a certain portion of a city or municipality. Variances allow an applicant to request deviation from the zoning regulations. Variances do not change the zoning laws for an area, but rather are an exception to the rule. Like most government based applications, variances can be very difficult and time-consuming, so hiring a lawyer who is experienced with the process is a great idea!

Typically, border disputes involve older homes and deeds. This is because the languages used in some older deeds can be very vague, using markers that may not exist anymore to outline the boundaries of the property. Having a lawyer on your side during a boundary dispute can go a long way in ensuring that the property line is drawn properly and clearly defined for generations to come.

Foreclosure is the process in which a lender tries to recoup money on a loan by forcing the sell of the home. Foreclosure is only an option when the borrower has defaulted on a loan. If you have a house that you feel is in foreclosure unjustly, we can help you. Alternatively, if you are a lender and need help navigating the legal recourse of foreclosure, give us a call and we can help you.

Short Sales are defined as a sale of a home for an amount that is less than the loan amount and are often used to avoid foreclosures. In order for a short sale to occur, the lien holder on a property must be willing to accept less than what is owed on a home or property. If you would like to inquire about a short sale to avoid foreclosure, give us a call and we can discuss your options as well as the legal ramifications for each option.

Lease Agreements are a defined set of terms and conditions agreed to by both the lessor and the lessee. We can help with many situations in this area. If you’re a property owner who is looking to rent/lease your property, we can help you draw up the proper documents and make sure that all bases are covered in the lease agreement. Alternatively, if you’ve signed a lease and the conditions are not being met, we can help you the conflict or break the lease legally.

The Coulter Law Group represents the interests of consumers and injury victims against insurance companies. Today, insurance coverage is pervasive. Consumers pay premiums to their insurance companies to cover expected or unexpected losses. In a perfect world, all legitimate insurance claims would be paid promptly and fully. Unfortunately, we don’t live in a perfect world. All too often, insurance companies don’t place their insured’s interest above their own profit driven interests. We help consumers and injury victims receive the compensation they are entitled to.

Homeowner’s insurance can be tricky in the fact that it covers a lot of different situations but also leaves gaps in coverage that someone might never think of. This is why having an attorney go through the conditions of you homeowner’s insurance is always a good idea. Attorneys have experience dealing with shady insurance companies and they know what to look for to make sure that your home is properly covered.

Property Insurance is designed to help you protect your property in case of loss or damage. Like other insurances, it can be tricky knowing exactly what is covered and what is not. For example, it is common for property insurance to cover fire, theft, and water damage but not cover floods or earthquakes. having a lawyer will help you clearly define exactly what is covered and what options are available to bridge the gaps in coverage.

Casualty Insurance covers damage caused to a person, place, or organization due to omission or negligent acts on behalf of the insured. For example, if you’re cutting a tree down in your yard but it gets away from you and falls on your neighbor’s house, the damage to the neighbor’s house would be covered under casualty insurance.

Health Insurance can be a mine field, where one wrong step can cost you a lot of money, headaches, and possibly your life if not handled correctly. Making sure you have the right coverage is key when finding health insurance. Having a lawyer will help you to make sure you’re making the right decisions when it comes to health insurance options and coverages.

This is an insurance that is usually carried by a business in the event that an employee should harm themselves in such a way that their injuries keep them out of work for longer than the terms of workman’s compensation insurance. It insures a designated portion of the beneficiary’s income to ensure that should they be unable to work, they will still be compensated fairly.

It is not uncommon for people to pay hundreds of dollars a month on various types of insurances, from automobile to health insurance and everything in between. When you’re forced to make a claim, you shouldn’t have to fight with the insurance company to get what you need and deserve. Unfortunately, all too often the insurance companies try to find loopholes or any excuse they can to not pay on a claim. If this happens, your only recourse is to either accept it or fight back. Fighting back is not an easy thing to do, so having a lawyer on your side is a must. An attorney will fight relentlessly to ensure that you get what you deserve and teach the insurance company a lesson.

Guardianship (guardian over person). Like a general power of attorney, a guardianship allows someone else to act as if they were you. Unlike a power of attorney, however, a guardianship cannot be created voluntarily. A guardianship is ordered by a court. A guardianship may be established when someone is unable to take care of themselves or a minor under their control. Guardianships may be established to take care of adults or children.

Guardianship v. Adoption. Guardianship is the establishment of parental rights and obligations without terminating the birth parents’ rights and without establishing a parent-child relationship with the guardian. Adoption is the termination of the birth parents’ parental rights and obligations, with the full substitution of a new parent, or parents, with all rights and obligations. The birth parents can petition the court to undo a guardianship, but an adoption is final and permanent.

Utah law allows for gestational surrogacy, in which the surrogate carries a biologically unrelated child, but the practice is regulated under Utah Code Ann. §§ 78-45g-801 to -809 (2007). In Utah, a gestational surrogacy agreement must be approved by a court before the child is born in order for the agreement to be enforceable.