Category: Business Law

What is Trade Name Dilution in Nevada?

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Under Nevada law “the owner of a mark that is famous in this State may bring an action to enjoin commercial use of the mark by a person if such use: (a) Begins after the mark has become famous; and (b) Causes dilution of the mark.”  NRS 600.435.  See also Mattel, Inc. v. MCA Records, Inc., 296…

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Business Law, Intellectual Property, J, Jay Young, Top Las Vegas, Nevada Mediator and Arbitrator, Litigation

Explaining Nevada’s Statute of Frauds

Posted on By Jay Young

The statute of frauds has its roots in an English law from 1677 called an Act for Prevention of Frauds and Perjuries.  It declares that certain types of contracts encourage either fraud or perjury and the state should therefore refuse to recognize that they are enforceable unless they are in writing.

For example, if Bill owed money to Sam, they could together claim that Sally agreed to pay Bill’s debt.  Both Sam and Bill might be encouraged to commit perjury in that circumstance, lying in order for Bill’s debt to be paid and for Sam to receive the money.  Poor Sally, who might know nothing of the debt, might be forced to pay Bill’s debt.  Since that type of arrangement encourages perjury, the statute of frauds requires that the agreement be in writing.

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Business Law, J, Litigation

The Changes Coming to the Nevada Rules of Civil Procedure: an Overview

Posted on By Jay Young 1 Comment on The Changes Coming to the Nevada Rules of Civil Procedure: an Overview
The Changes Coming to the Nevada Rules of Civil Procedure: an Overview

The Nevada Supreme Court calls its changes to the 2019 Nevada Rules of Civil Procedure (“NRCP”) “exhaustive.”  Although the changes do not take effect until March 1, 2019, since they are so comprehensive, a complete read would be advisable for all practitioners.  The amended rules (with the committee’s explanatory notes) are available in this post; a red-lined PDF version can be found here.  The amendments largely bring our rules into alignment with the Federal Rules of Civil Procedure (“FRCP”), while retaining some Nevada-centric practices.  Those familiar with the FRCP may find the version of NRCP red-lined against FRCP a most helpful document.  The changes are too many to summarize here, but I have noted some which may impact civil practice the most regularly.  They are presented in numerical order.

Rule 4.1 Waiver of Service:

Rule 4.1 incorporates the federal waiver of service rule, and without FRCP 4(d)(2)’s penalty provision.  I’m uncertain what the rule committee intended, but the lack of penalty would seem to result in a defendant merely taking the full 30 days to delay the matter, refuse to waive service, and force the plaintiff to serve the old fashioned way, costing time and money.  I have reached out a member of the committee to get a better understanding of the intention and how practitioners can comply with Rule 4.1(a)(1)(4), which requires that the notice contain a discussion of the consequences of failing to waive service. 

[1.28.19 EDIT]:  On 1.25.19, the Supreme Court issued an amendment to ADKT 522 which addresses this concerns and adds the federal-style penalties into the rule.  The amendment also alters the official form.  A copy of the Order can be found here.

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Alternative Dispute Resolution, Business Law, J, Jay Young, Top Las Vegas, Nevada Mediator and Arbitrator, Litigation

Practice Pointer: How to use an Adverse Witness to Help Your Case

Posted on By Jay Young

Besides obtaining information from an adverse witness regarding the events which are the subject of the suit, you should also try understand how this witness will attack your claims.  Finally, you should attempt to do what you can to turn the witness into a witness for your case.  There is certain information you can get…

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Business Law, Employment Law, Franchise Law, J, Litigation

Can an Arbitrator be Removed During the Pendency of an Arbitration?

Posted on By Jay Young

What do you do if you feel that the arbitrator appointed to hear your dispute isn’t providing a fair and impartial atmosphere in which your matter can be heard?  Can you challenge the Arbitrator before he or she makes the final decision in the matter?  What cause is sufficient to have an arbitrator removed?  As is the case with so many questions in the law, the answer is: it depends.  For the most part, parties to an arbitration who feel there is cause to remove an arbitrator are better off if it is a proceeding under the rules of the American Arbitration Association (“AAA”) or JAMS than if it a proceeding governed under the Federal Arbitration Act (“FAA”) or the Revised Uniform Arbitration Act (“RUAA”).

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Alternative Dispute Resolution, Arbitration Arbitrator, Business Law, Employment Law, Franchise Law, J, Jay Young, Top Las Vegas, Nevada Mediator and Arbitrator, Litigation

So, You Want to Own Your Own Business in Nevada? The Nevada Law Blog’s Primer on Types of Business Formations

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So, You Want to Own Your Own Business in Nevada? The Nevada Business Law Blog's Primer on Nevada Business Law
So, You Want to Own Your Own Business in Nevada? The Nevada Law Blog’s Primer on Nevada Business Law

A Review of Nevada’s Corporate Law

Original Publication Date: 3.11.15

This article explores the advantages and disadvantages of various types of business entities in Nevada.  Generally, the main advantage of a corporate entity is to shield its owners from placing their personal assets in jeopardy for the obligations of the business.  If you are unsure which entity is right for you, call today 702.667.4828 for a consultation with one of our business attorneys.

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Business Law, Corporate Governance, J, Jay Young, Top Las Vegas, Nevada Mediator and Arbitrator

Model Alternative Dispute Resolution (Arbitration and Mediation) Clauses

Posted on By Jay Young

Standard Alternative Dispute Resolution (Arbitration and Mediation) Clauses

I often hear litigators and clients complaining that the process of arbitration is flawed and does not deliver on its aspirations to provide a cheaper, quicker alternative to litigation in court.  My response is that they are not really upset with the process of arbitration or mediation, but with the person who drafted the Alternative Dispute Resolution clause in their contract.  The Arbitrator must administer the arbitration proceed pursuant to how the parties wrote the agreement.  Therefore, as I wrote in this post, if you want a better process, write a better contract.  I have endeavored to provide both my preferred standard ADR clause (with explanations), but also some alternative model arbitration, mediation, and ADR clauses from other trusted sources.  The drafter should determine the process which will best benefit each client and draft the clause accordingly.

The italicized language below explains the rationale behind clauses and why one might choose that clause over another alternative.[1]

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Alternative Dispute Resolution, Arbitration Arbitrator, Business Law, J, Jay Young, Top Las Vegas, Nevada Mediator and Arbitrator, Litigation, Mediation Mediator

How Does Information Become a Protected Trade Secret in Nevada?

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Confidential business information automatically becomes protected in the law once the statutory definition in NRS 600A.030 is met.  There is no requirement that the parties expressly identify the information as a “trade secret”.  Should a dispute arise as to the use of the information, determining whether the information used is protected is a matter of…

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Business Law, J, Jay Young, Top Las Vegas, Nevada Mediator and Arbitrator, Litigation

How to Dissolve a Limited Liability Company (“LLC”) in Nevada

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LLC dissolution in Nevada
Checklist dissolve Nevada LLC

An LLC may be dissolved at any time specified in its articles of organization, upon the occurrence of an event specified in the operating agreement, the affirmative vote of all its members, or upon entry of decree of judicial dissolution.  NRS 86.491.  In circumstances of judicial dissolution of an LLC, “the District Court may decree dissolution of a limited liability company whenever it is not reasonably practicable to carry on the business of the company in conformity with the articles of organization or operating agreement.”  NRS 86.495.

Dissolution requires distribution of an LLC’s assets in the following priority: (1) to creditors, including members who are creditors (does not include contributions); (2) to members in respect to their right to the profits and other compensation by way of income on their distribution; and (3) to members in respect of their contribution of capital.  NRS 86.521.  “Subject to any statement in the operating agreement, members share in the company’s assets in respect to their claims for capital and in respect to their claims for profit or for compensation by way of income on their contributions, respectively, in proportion to the respective amounts of the claims.”

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Business Law, J

Corporate Actions Requiring Shareholder Approval in Nevada

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In Nevada, the following actions require shareholder approval in the manner designated by the corporation’s governing documents or by a majority of shares if the documents are silent on the issue. The acts are required by Nevada’s corporate statutes linked below: Amending the corporation’s articles of incorporation; Election of directors; Removal of a director; Granting…

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Business Law, Corporate Governance, J