If you employ workers from an economically disadvantaged group, your business may be entitled to a Work Opportunity Tax Credit (WOTC). The credit equals 40% of the first $6,000 of wages paid to a qualified worker during the year.

But, you might also claim a special “summertime credit” for hiring youths age 16 or 17 who work for your business between May 1st and September 15th. The youth must reside in an Empowerment Zone (EZ) or Renewal Community (RC). The WOTC for these workers is 40% of the first $3,000 of wages. You can use the EZ/RC address locator located on the HUD website to find out if a worker qualified for this credit.

Sole proprietors, did you know that changing your business entity type may minimize the risk of an IRS audit? You can, for example, incorporate and use S corporation status. The audit rates on S corporations, even if they are one-owner entities, are dramatically lower than the rates on sole proprietorships.

During the government’s fiscal year 2008 (ending September 30), sole proprietors with gross receipts of between $100,000 and $200,000 had audit rates of 3.9%. The audit rate on all S corporations was only 0.4%.

There are many substantive business reasons to convert a sole proprietorship to another business entity type. Minimizing your risk of audit is just a collateral benefit.

Often the hardest part of figuring out how to protect an idea is in determining the most appropriate type of protection. This process is further complicated by the fact that ideas, as such, aren’t really protected. Instead, what you can protect is the expression of an idea in the form of a product, a book or computer program, a painting or photograph, or even a name for a product or service.

1. Patents
Patents are appropriate for “useful things” or methods of doing something. There are three main kinds of patents. Utility patents cover “inventions” – a machine, an article of manufacture, a method of doing something, a chemical or DNA sequence or the method of its use, products of genetic engineering, or improvements to any of these things. Plant patents may be granted to anyone who invents or discovers, and reproduces, a new variety of certain kinds of
plants (other types of plants, especially those altered by genetic engineering, may be protectable under utility patents). Design patents cover the ornamental appearance of a useful device but not its function. For example,the “Swoosh” on the side of a Nike sneaker was the subject of a design patent.

2. Trademarks
Trademarks cover the name or some other symbol (i.e. logo) that represents the source of a product or service. Sometimes the appearance of a product or its packaging can be considered a trademark (called “trade dress”). For example, the name Coca-Cola, or the shape of a Coke bottle are registered trademarks. In rare instances, other things such as sounds (Tarzan’s yell or the MGM lion’s roar), a sequence of notes (the NBC chimes), a piece of music (the the Lone Ranger theme), colors (pink Fiberglas insulation), or even fragrances (a floral scent applied to Clarke thread) – may be registered as trademarks.

3. Copyrights
Copyrights protect works of authorship, composition, or artistry. Copyrights cover books, sculptures, paintings or photographs, computer programs, architectural works, movies and records, musical compositions, etc. In the case of musical recordings, the copyright may extend to the music itself (tune and lyrics) and also to a recording of the performance.

4. Trade secrets
This protection is available, as the name suggests, for secrets used in business-the method of making a product or the ingredients that go into it, customer or prospect lists, any fact, which, if known, would give your competition an advantage. The inner workings (algorithms, source code) of computer programs are often protected as trade secrets. The formula for Coca-Cola is a famous example of a trade secret.

Over the past decade, the Internet and the web have made new breeds of electronic agreements necessary. E-mail and the web have exploded as means of personal and business communication. Think about it – when was the last time you wrote a letter to someone (besides a Christmas or birthday card)? In business, e-mail and the web are sometimes the methods used to negotiate and agree on the terms of a transaction. For online businesses, these are virtually the only methods of communicating and carrying out transactions.

The question for these businesses is, “Are electronic contracts legally enforceable?” Assuming all of the elements to establish a traditional contract are present, an email or web contract can be a valid and enforceable agreement.

A valid traditional contract requires four elements:

1. Agreement – To have an enforceable contract, there must be an agreement between the parties. This requires an offer and an acceptance of that offer.
2. Consideration – The agreement must be supported by something of legal value given in exchange for the promise.
3. Contractual capacity – The parties to a contract must be able to legally enter into a contract. For example, minors are not legally capable of entering into a contract, so they lack contractual capacity.
4. Lawful object – The goal of a contract must be lawful. Contracts to commit a crime or contracts against public policy are void.

Clickwrap Agreements
The term “clickwrap” refers to agreements that obtain a user’s affirmative acceptance electronically. You see clickwrap contracting virtually every time you install a piece of software. During the installation, you are usually presented with check boxes to either “accept the terms of the License Agreement” or “not accept the terms of the License Agreement” along with a link to view the text of the end-user license agreement.

But, the use of clickwraps is not limited to software. They are often used for acknowledgements of assent to contracts for online services, too. In those cases, the text usually invites the user to click to accept the terms of a service agreement covering the online offering.

Generally, courts have treated clickwrap agreements as valid and enforceable contracts. Moreover, the trend over the past decade has been to find these agreements enforceable even if the contract is first presented after the fact – provided that the customer must be given the right to return the goods for a full refund if not satisfied with the contract terms.

Electronic Signatures
Over the last decade, the law has adapted to the reality that most customers demonstrate their assent to terms of an online agreement document with no more than clicks of a mouse. Many states have passed laws making electronic signatures binding to the same extent as a traditional hard copy signature. In 2000, the U.S. government enacted the Electronic Signatures in Global and National Commerce Act, or E-SIGN, recognizing a digital signature on interstate and foreign contracts as legally binding.

An electronic signature is defined under E-SIGN as:

“an electronic sound, symbol, or process attached to or logically associated with a contract or other record and executed or adopted by a person with intent to sign the record.”

This broad definition means that virtually any form of electronic assent can constitute an effective electronic signature. E-SIGN also provides that a contract “cannot be denied legal effect … solely because it is in electronic form.”

Electronic signature laws mean that most commercial contracts in the United States can be digitally signed and will not be held unenforceable simply because the agreement is in electronic form. There are some exceptions, though. For example, you cannot convey real estate or execute your will with a click.

Summary
Electronic contracts allow a single company to be a party to millions of contracts. They make mass contracting fast, efficient and very low cost, but care must be taken to ensure the traditional elements of a contract are met to provide to ensure enforceability.

As 2010 begins, now is a good time to review and update your employment policies and to ensure managers and employees are following them. More changes in workplace law occurred in 2009 than in the last ten years combined, so it is crucial that you and an employment law advisor review and revise your compliance procedures and formal employee manuals to reflect the changes.

Document Everything
When it comes to employees, make sure that everything is clearly spelled-out in a detailed employee handbook. Ensure that your employees understand what you expect of them, the rewards for success and the consequences of failure. Your up-to-date employee handbook should contain a clear disciplinary procedure that is administered fairly across the entire company.

Also, make sure you document everything relating to your employees. Every business, regardless of its size, should keep accurate and complete records regarding its employees from the date of the employee’s application for employment through the employee’s termination and afterward for at least the statute of limitations period in your state. It will make things much easier for you if you have to go to court after firing someone.

New Employment Provisions
Here is a sampling of a few new employment law provisions enacted in 2009:

Family and Medical Leave Act Amendments
Employees who have family members serving in the armed forces now have expanded rights under the federal Family and Medical Leave Act (“FMLA”). In October 2009, federal legislation changed the definition of which service members are covered under the qualifying exigency category. Employees are now entitled to qualifying exigency leave when a family member who is in the regular armed forces is deployed to a foreign country. Previously, this leave was only available when a family member was called to active duty in the National Guard or military reserves.

Qualifying exigency leave allows an employee to take up to 12 weeks of leave per year to deal with specified issues related to overseas military service by a family member (defined as a spouse, son, daughter, or parent). Examples include arranging for child care, making financial and legal arrangements, and counseling. In addition, federal legislation has also expanded the right of employees to take up to 26 weeks of leave per year to care for a family member with a serious injury or illness incurred as a result of military service.

Employers that are covered by the FMLA should notify employees of the changes, and revise their policies and procedures to ensure that they are in compliance with the new requirements.

New Form I-9, Employment Eligibility Verification
The federal government issued a new Form I-9, Employment Eligibility Verification, on August 7, 2009. The new Form I-9 contains an updated list of acceptable documents employees must present upon hiring. Employers must complete and retain a Form I-9 for each individual they hire for employment in the United States and should immediately stop using all previous versions of the Form I-9. A copy of the new edition of the form can be found on the IRS website here.

Easier for Employees to Unionize
The federal Employee Free Choice Act will virtually eliminate secret ballot elections, allow signed union authorization cards to determine whether an employer must accept a union, and compel employers to arbitrate their terms and conditions of employment if an agreement with the union is not reached within a certain amount of time. Avoid the mistake of failing to educate employees on the burdens of unionization now – long before authorization cards are signed.

The Tip
Update your employee handbooks and policies. The deluge of employment law changes this year compel a review and revision of your written employment policies. It’s much better to take the time now to address these issues than to be surprised in 2010 or beyond by a disgruntled employee.