Business Law


We provide counseling for emerging and existing for profit and nonprofit businesses as well as entrepreneurs.

Buy-Sell Agreements

A buy-sell agreement, also known as a buyout agreement, is an agreement between co-owners of a business that controls how a co-owner's interest in the business is sold or transferred when the co-owner leaves the business, either voluntarily, involuntarily, or dies. A buy-sell agreement should be a part of any business you start or join because without one you could own a business with someone you do not want to or cannot work with.

Confidentiality Agreements

A confidentiality agreement (also known as a nondisclosure agreement) is a contract between at least two parties. It outlines confidential material, knowledge, or information the parties to the contract wish to share with one another for certain purposes (such as a merger, selling a business, or selling business assets) but wish to restrict access to or use of the confidential material, knowledge, or information by the other party or by third parties.

Contracts

A contract is an agreement between two or more parties where one party agrees to do or not to do something in exchange for the other party agreeing to do or not to do something.

Partnerships

You can start a business with one or more people and this is called a partnership. Tennessee presumes that you created a partnership if two or more people operate a business together for profit. If you do not have a partnership agreement, Tennessee law creates one for you.

Limited Liability Company

You could decide to establish a business that limits your liability, such as a limited liability company ("LLC"). To create an LLC, you must file Articles of Organization with the Tennessee Secretary of State. You should also prepare other organizational documents such as an operating agreement, consent to action taken, and banking resolution.

Corporation

An alternative to a limited liability company is a corporation. You can establish an S-Corporation or a C-Corporation. To create a corporation, you must file a Charter with the Tennessee Secretary of State. You should also prepare other corporate documents such as bylaws, consent to action taken, and banking resolution.

Business/Asset Purchase Agreements

When you sell your business, you can sell the whole business, or you can sell just the assets. When you are selling your business or your assets you should not only work with a lawyer, but you should also work with an accountant to structure the sale to limit your tax liability.

Employment Agreements

An employment agreement is a contract between an employer and an employee regarding scope of work, duration of employment, compensation, and benefits. Employment agreements can be either written or oral.

Noncompete Agreements

A noncompete agreement is an agreement where a person, typically an employee or independent contractor, agrees not to compete against another person or business for a certain period of time and in a certain geographical location.