It was announced in a USA Today article and on NBC Nightly News today (January 26) that Tom Petty and Jeff Lynne, who wrote the 1989 hit ‘Won’t Back Down,’ would be sharing songwriting royalties with Sam Smith for the song ‘Stay With Me,’ which sounds to many listeners eerily similar to ‘Won’t Back Down.’

Although Smith and co-writers of ‘Stay With Me’ William Phillips and James Napier claim the similarity between the songs is a total coincidence, they did agree to sharing songwriting royalties with Petty and Lynne. In fact, the two are now listed as co-writers of ‘Stay With Me.’

Although news of the settlement just recently broke, The Sun, a British newspaper, said that all involved came to a settlement in October of last year. The Grammy Awards are scheduled for February 8th, with Smith’s song being nominated for song of the year, perhaps the reason the copyright news has been in the spotlight recently. Petty and Lynne will reportedly split 25% of the royalties earned on the song.

According to Smith’s representative, he did notice a likeness between ‘Stay With Me’ and ‘Won’t Back Down’ when he heard Petty’s song, but said that he was not familiar with it. Professional musicologist Michael Harrington who specializes in legal matters regarding federal copyright said that the similarity between the two songs was solid, particularly when it came to the chorus in ‘Stay With Me.’ Also, an article at Medium.com claim that there are many similarities, from the rhythms and chords to the pitches and even some phrasing in the two songs.

Smith’s representatives made a statement on the singer’s behalf, part of which read, “Although the likeness was a complete coincidence, all involved came to an immediate and amicable agreement in which Tom Petty and Jeff Lynne are now credited as co-writers of ‘Stay With Me’ along with Sam Smith, James Napier, and William Phillips.”

As experienced Los Angeles copyright attorneys we realize that copyright infringement is becoming a bigger issue today given the continuous growth of the Internet and other technological advances. While this situation seems to have been settled amicably, many songwriters and other artists/creators face legal issues every day regarding infringement on or theft of their original works. If you have a copyright or trademark issue, consult with the capable staff at Spotora & Associates.

If yours is a start-up company in the LA area, you may face some of the top legal challenges many owners of new businesses face. Whether to incorporate or form an LLC, intellectual property assets, and agreements are a few of the complex issues many entrepreneurs find a challenge. With the help of a seasoned Los Angeles business attorney, making the right decisions for your company is easier – and may even help you avoid litigation in the future.

Corporate issues often include which option to choose in terms of a corporate entity; is yours an “S” or “C” corporation, or would an LLC (limited liability company) be the right option? Certain options offer tax advantages. In addition, you may have questions about where to incorporate, your home state, Delaware, or Nevada. An experienced lawyer can ensure that all documentation is complete, that filings are current, and paperwork in order so that the company/business owner is not potentially exposed to personal liability.

IP, or intellectual property assets, are another area of concern for start-up companies. The topics of copyrights, trademarks, patents, and trade secrets are often completely foreign to entrepreneurs, particularly those who have never started a company or corporation before.

Copyright protection continues for more than 100 years, and is an inexpensive and simple process that essentially protects your original work or “expression,” although it provides very narrow protection.

Patents protect inventions, while trademarks protect brand elements including logos, phrases, words, and other things that help companies develop a memorable, distinctive brand.

The protection of formulas, patterns, designs, or even processes is known as trade secrets and involves confidential information that companies typically do not want competitors or in some cases even employees to discover, as this puts the company at risk of having these formulas or processes stolen and used by industry competitors.

All of these things can be challenging for start-ups, and while the issues are important, timely filing of IP assets is crucial. Many entrepreneurs are simply not aware that they must file for protection in order for their processes, copyrights, logos, slogans, or other assets to be protected from infringement or even theft.

In starting a business, there are all matter of agreements or contracts that must be drawn up and signed, depending on your industry. From franchising or employment agreements to licensing or partnership agreements and licensing for technological assets such as software, agreements/contracts that are properly formed and complete are essential in protecting every aspect of your business. In order to limit your litigation risk, it is highly recommended that all agreements and contracts are reviewed by an experienced attorney prior to signing.

Ultimately, it is important for start-ups to retain the services of a talented Los Angeles business attorney from the very beginning, to ensure all is in order, so that risks are kept to a minimum. There are countless “tasks” entrepreneurs must face, and without legal guidance, it is easy to put yourself and your business at risk. Starting a business is a complex process that requires guidance, support, and expertise in order to succeed.

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Just over one year ago on January 1, 2014 the RULLCA, or California Revised Uniform Limited Liability Company Act, replaced the repealed Beverly-Killea Limited Liability Act. If your company is a California LLC and you have yet to amend your operating agreement or articles of organization, now is a good time to learn whether you should. It is important to know who this change in law applies to and what should be done as a result.

Here are a few factors that may affect whether you make any changes.

Existing LLC’s or Limited Liability Companies are not required to file any special or new documents to come under the governance of the new law – it is automatic. Because of this, it may be necessary to amend any operating agreements which were drafted according to the prior law because they may not be in full compliance with RULLCA.

For example, consent of member requirements have changed. Under the RULLCA, members must consent unanimously to carry out certain acts unless these acts are otherwise expressly provided for in the operating agreement. In a manager-managed LLC, these acts include disposing of, exchanging, leasing, or selling LLC property outside the ordinary course of business, whether in its entirety or a substantial portion thereof. In addition, an amendment to the operating agreement or the undertaking of any act outside what would be considered the ordinary course of activities for the LLC shouldalso now be consented to by all members unanimously, as should an approval for a conversion or merger under RULLCA..

And with exception to third-parties reasonably relying on the articles of organization, under the new law the operating agreement will control if and when there is a conflict between said articles and the LLC’s operating agreement (it was the opposite under the Beverly-Killea Act). Ultimately, if yours is an existing LLC that has relied on a statement in your articles of organization, your operating agreement should be amended so that there are no provisions that conflict, or your company will be subject to the change.

Moreover, RULLCA’s default rules also provide mandatory indemnification for any member in a member-managed LLC and any manager of a manager-managed LLC who comply with the duties set forth in the Act. However, and with few exceptions, RULLCA provides that an operating agreement may alter or eliminate such indemnification and, in limited circumstances, may completely limit or eliminate a member or manager’s liability to the LLC and other members for monetary damages. As such, existing LLC’s should consider the benefits and liabilities of the proposed RULLCA indemnification policies and, to the extent possible, amend its operating agreement to address any concerns.

The new law may also affect fiduciary duties, dissociation events, and various other aspects of Limited Liability Companies. To learn more, speak with one of our knowledgeable Los Angeles business attorneys at Spotora & Associates who can advise and assist with any existing LLC agreements.

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Last year, Seattle approved a $15 minimum wage law which would be implemented over a five to seven year period for small businesses. While most people would not consider McDonald’s a small business given its success and notoriety around the world, employees of the fast-food giant were shocked to learn that the corporation believe their outlets should qualify as small businesses, because the operation is a franchise, with each location being owned by a franchisee.

The Service Employees International Union, along with labor activists, have fought and even staged demonstrations including employee walkouts not only at McDonald’s, but other fast-food chains in the last two years, demanding that employees have not only rights to a union, but a $15 minimum wage. A few legal victories against the hamburger giant have been scored that will reportedly assist in opening the door for efforts to organize unions for the entire sector of fast-food franchisors, according to recent news articles.

Ultimately, major corporations will be prevented from claiming their franchises are exempt from the law’s requirement under language included in the Seattle law. Essentially, across the nation, whether in Seattle or other regions, the minimum wage will rise to $15 per hour for large employees (those with 500 employees or more) over a three-year time period. With McDonald’s contending that it is a “small business,” the increase to a $15 minimum wage would stretch out over a five to seven year time period.

In 2014, it was ruled that McDonald’s is a “joint employer” by the NLRB (National Labor Relations Board). This means that the fast-food franchise is a joint employer with franchisees, disregarding the claim by McDonald’s that the company is not the “actual employer” at the franchises’ restaurants and the company’s claims that regarding working conditions and wages, franchisees of the restaurant are totally responsible for their own locations.

In December of 2014, 13 complaints were issued by the National Labor Relations Board which involved organizing and improving working conditions. In fact, 13 complaints were filed involving 78 charges by employees, coming from regions including Los Angeles, Atlanta, San Francisco, Phoenix, Chicago, Kansas City, and other regions. An administrative law judge will now oversee the trial regarding the complaints, including allegations such as reduction in hours, discriminatory discipline, termination, and other allegations made by employees.

As the largest fast-food employer in the U.S. with nearly half a million part- and full-time workers in the United States, 2015 brings plans for demonstrations against the fast-food chain giant from around the world.

At the end of the day, the legal victories enjoyed by the movement against McDonald’s should help pave the way in the fast-food franchise industry for union-organizing drives to make progress in terms of increased wages.

At Spotora & Associates, our Los Angeles franchise attorneys understand that in the franchise world, both franchisors and franchisees often face difficult challenges, often involving wages, discrimination, and other factors that affect employees. Our staff of skilled and experienced lawyers are ready to provide you with legal guidance and support, and answers to all of your questions regarding franchise law.

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