
SOLVE & WIN
PROFESSIONAL CORPORATION
ATTORNEYS AT LAW
"We Solve Problems and Win Cases."
2491 Purdue Avenue, Ste. 221
Los Angeles, California 90024
D: (310) 478-6251
Ms. Natbony has authored and been published in the following:
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Co-Author, Optimizing Mental Fitness for Entrepreneurial Success, July 21, 2025, SmallBusinessCurrents
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Author, How Medical Practices Can Improve Privacy Compliance, June 16, 2025, Law360
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Interview, The Effectiveness of the Preventive Legal Method, Interviewed by Kevin Price, Daily Business Journal, February 19, 2025
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Honorable Mention, Prince Mario-Max Schaumburg-Lippe ROYAL BEST LIST: The biggest WINNERS of 2024 and MOST POWERFUL of 2025 revealed!, TimeSquare Chronicles, January 1, 2025.
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Co-Author, Legal Strategies to Empower Small Businesses and Drive Success, Aliant Law Blog, December 10, 2024
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Co-Author, Essentials for Navigating HIPAA Compliance in Medical Aesthetic Practices: A Guide to Protecting Your Patients and Your Practice, Spakinect, 2024
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Commentator, Can a Nurse be Sued for Malpractice, NurseJournal, March 2, 2023
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Author, Two Key Reasons to Use an Arbitration Agreement in Your Medical Practice, Attorney-At-Law Magazine, May 25, 2022
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Author, An interview with Suzanne Natbony, a California attorney and founder of LawTake, Lexub Experience, August 4, 2022
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Author, Returning to Work Post-COVID: What Employers Should Know, Rocket Lawyer Legal Resources, May 27, 2020
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Author, How to Avoid a Reckless Referral In The Remote Work Era, Aliant LLP Law Memo, Nov 6, 2018
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Author, Appropriate Grounds for a Lawsuit, Aliant LLP Law Memo, Nov 6, 2018
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Interview, How Suzanne Natbony succeeds with every project she is involved in!, Interview by Mario-Max Prinz Zu Schaumburg-Lippe, ZeitBlatt News, April 13, 2018
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Author, Obtain Patient Permission Before Using Video, The American Society of Healthcare Risk Management (ASHRM), October 25, 2017
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Author, The Seven Habits of Highly Successful Attorney Rainmakers, Aliant LLP Law Memo, October 12, 2017
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Author, One Lawyer’s Take: Dealing with Difficult Clients, The Daily Journal: California Lawyer, November 2016
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Author, Applying A Business Method and Strategy to the Practice of Law, Attorney-At-Law Magazine, May 2016
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Author, Suzanne Natbony: From the West Wing, Attorney-At-Law Magazine, May 2016
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Author, Get Clients and Passive Income with Videos, Attorney-At-Law Magazine, May 2016
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Interview, The Bridge to the Law – Suzanne Natbony, Interviewed by Nicole Brandon, OmTimes Magazine Radio, October 26, 2015
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Interview, “Why Is There No YouTube for Legal?”, Interviewed by Ed Sohn, Above the Law, July 29, 2015
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Interview, Website Aims to Court Attorneys: LawTake.com lets lawyers pursue clients with advice videos, Los Angeles Business Journal, June 2015
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Author, Complementary and Alternative Medicine in Child and Adolescent Psychiatry: Legal Considerations, Child Adolesc Psychiatr Clin N Am. 2013 Jul 22(3):493-507, Coauthor of book chapter with Michael Cohen, Esq. and Dr. Ryan Abbott, Esq., July 2013
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Author, Law Schools and Expanding Your Educational Opportunities through Visiting and Studying Abroad, LA County Bar Association: Law Student Review, March 2010
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Interview, Five Law Schools, One JD – An Interview with Suzanne Natbony, Esq., The Examiner: LA Law Schools Examiner, Interviewed by Seth Chavez – alt.legal, July 2015
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Author, "A Moment of Yoga: Law, Religion and Health in Schools, Law and Religious Institutions Seminar," Southwestern Law School, April, 2008
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Author, "Improving Healthcare with Complementary and Alternative Medical Coverage Under Improved Health Insurance," Health Law, Loyola Law School, December, 2007
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Author, "United States and Australian Approaches to Health: Drug Companies, Dietary Supplements and Oversight Agencies," Bioethics, Loyola Law School, April, 2007
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Author, "Dietary Supplement Litigation’s Lack of Scientific Evidence," Independent Study, Southwestern Law School, Fall 2007
Should You Sue?
*Most of the contents of this article also appears as a video on YouTube.
**By Suzanne Natbony, Esq.
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Clients, friends, family members, even random people at the gym who know I’m a lawyer, frequently ask me if they should sue someone or a company because of a claimed wrongful act. The wrongdoing could include taking money and failing to perform the terms of a contract, getting injured on a property, a botched medical procedure, food poisoning, or being misled. You name it, I have been asked about someone’s legal rights pertaining to everything from a dog bite to revenge porn!
While people may want a simple, “yes” or “no,” the analysis that goes into this legal consideration is based on years and years of practice and law school. Some lawyers refer to the legal analysis as the “4 Cs of case evaluation.” You must have the following 4 components of a case before even thinking of pursuing a claim, successfully:
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1) Claims
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Do you have valid legal causes of action, such that you can actually sue and likely win if filed?
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Frequent claims include, breach of contract, negligence (personal injury or professional malpractice), defamation, nuisance, and employment discrimination and wrongful termination.
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Each claim must have the elements fulfilled. For example, if it’s personal injury which involves a claim for negligence, you have to have to have 4 elements – duty, breach, causation and damages. Even if you have all of those factors, your claims must be better than the other person’s and if your claims will not counter the other party’s possible claims or defenses, the litigation might not be worth it for you to initiate.
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You have to ask – will there be counterclaims or defenses to make a lawsuit not worth it?
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2) Compensability
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Can you even get compensation, which is provable money damages, or other meaningful remedies, given the harm caused?
Suppose a company made a mistake, but that mistake didn’t cost you any money, such as when an airline loses your bag for several hours, causing you no financial loss (just frustration). The airline might have been at fault and you might win on a negligence claim if they broke a $10 souvenir in your bag, but is it worth the time, money and energy to sue?
You need to ask yourself:
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How much money have you lost?
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Are the damages compensable?
Suing in civil court can cost thousands of dollars. Small claims court might cost only $100 to file and serve, but it can take hours and hours of time to fill out the paperwork, find a process server, figure out how to serve the person, file more paperwork, get ready for court, perhaps redo paperwork and sit there for hours.
The damages could be difficult to quantify and you may want what’s called, equitable relief, such as an injunction – an order to do or stop doing something.
For example, if someone threatens you, you may just want a temporary restraining order to keep him or her away. If someone has misappropriated your name or are using an image of yours without your permission, maybe you want an order for them to cease and desist instead.
3) Corroboration
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Do you have evidence, witnesses or experts to testify – to corroborate your story and help you prove your case?
You usually must have a written contract if you’re trying to show breach of contract. An oral agreement is much harder to prove.
If it’s products liability, you need to prove that it was this product that caused the damage and possibly have to conduct testing on that product.
If it’s medical malpractice, you’ll need an expert to testify that it falls beneath the standard of care – and you should expect the other side to bring its own expert.
4) Collectability
Will you be able to collect if you win? Does the person you’re suing have sufficient, accessible assets and, even if so, how difficult will it be to collect from that person? If you have to take the matter to “collections” or if the person might file bankruptcy, you have an issue.
In conclusion, you need to think through all of the 4 Cs. If you don’t have positive answers for the four components, you should strongly consider not moving forward, and wasting your time, money and energy. Even if you have all positive answers, be aware that there are many other risks to consider. You could have all of the above and your case could be decided by a judge who is in a bad mood or you could get a jury that doesn’t like you and then you can lose anyway!
**My background is in business law with a broad range of experience that runs from contract drafting to resolving disputes – I deal with almost all of the legal issues that businesses encounter. I have worked at law firms and in house for several startups. My focus is on helping clients grow their business. If you’d like to learn more, visit my profile on LinkedIn, LawTake.com or suzannenatbony.com. I am a cofounder of LawTake and I created several other videos on the website. You can also email me at SUzanne@lawyer.com if you have additional questions about suing. As someone whose felt terrible over injustices, I can relate to what you’re going through and offer unique legal advice and experience with resolving disputes.
Before you break down and sue, call SUzanne – to the rescue!
How to Deal with Defamatory (libelous) or Negative Reviews on Yelp and some other Social Media and Review Sites:
Did you just get a very negative review about your business or practice? Do you believe that the review was blatantly false or defamatory? Perhaps you tried to contact the poster to no avail. If you are considering hiring a lawyer to assist with the take-down, you may want to look for one who does not just jump into sending a cease and desist letter, as that can backfire. A lawyer can help you figure out if the content is actually defamatory, as there are several different types of defamation. Remember that truth and opinions are protected speech, so if someone has given an opinion, no matter how negative, you likely would not have a claim for defamation. However, whether something is an opinion or fact is a litigated area and you will need the guidance of an attorney. The following best practices are from a specific situation with a client (confidential information has been removed) and your situation may be different. This does not substitute for the legal advice of an attorney as your facts and circumstances may differ.
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General best practices in terms of dealing with negative or defamatory reviews and disputes are the following:
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Get to the bottom of the facts as far as who is technically liable and what the possible claims are. This may require some investigation in conducting interviews with employees, online research to figure out who the review poster is, and other fact checking.
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Determine if the post is just a negative review or defamatory (libel). There are several types of defamation. You need to decide if you are a public figure or private individual. In general, in California, for the post to be defamatory, the defendant must have made an unprivileged false statement of fact (opinions are protected) to at least one other person (not you, the person being defamed), without using reasonable care to verify the truth of the statement, and that person must have understood the statement to be about you, with damages to the plaintiff, such as shame or loss of business. You may also need to request that the defamatory statement is retracted before initiating a lawsuit.
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If the post is just negative and only potentially defamatory, you can try to call the person who posted and try to reason with him or her and persuade him or her to remove the post in a sensitive and caring way. Hopefully this causes the poster to remove the post. Note: if you are hot headed, then you should not be the one to make this call. This is when you should consider employing an advocate to finesse the situation and persuade, such that the negative or potentially defamatory post is removed.
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If the review is false and defamatory, you can try to contact the Web Host of the Review site to explain the situation – be clear that the review is false. They should have a process for reporting defamatory or illegal content and you need to take steps to report it.
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However, if the above does not work, then:
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Email a positive follow-up to the poster, including empathy (try to understand their perspective and put yourself in their shoes) and possible solutions, such as compensation for the frustration or complimentary products or services.
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A lawyer could continue to try to call and email the defamer, or even send a text. It does continue to add up legal fees, so the client could also start privately messaging through the review site, emailing, calling and texting.
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Consistency of follow-ups, every 2-3 days, or at least weekly (to keep putting pressure on the defamer) with something such as the following:
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“Thank you for speaking with our attorney last week and understanding that the [Google/Yelp/Facebook/etc.] review was [accidentally/full of misinformation/etc.] posted on our page, and agreeing to delete it. We were just wondering when you were going to please correct the mistake and remove it? Our attorney is $XXX an hour, so I hope you understand why I am following up! I am available for a call if you need assistance."
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If you have a friend or insider who works at Yelp, Google, RealSelf, etc., please contact them to make an internal complaint.
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A public response by the business to honestly acknowledge any shortcomings, clarify misunderstandings and express empathy without revealing any confidential information, such as HIPAA protected personal information. However, this can bring attention to the post and raise it to "recommended" (on Yelp) or "relevant" (on Google).
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Send a firm Cease and Desist demand letter that mentions claims for defamation and the risk of litigation.
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Send an even stronger demand letter, with a draft complaint attached with claims for defamation, telling the defamer that we are filing this compliant in 5 business days if the defamatory post is not removed.
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Advise client about potential defenses – here, it is the risk of an Anti-SLAPP motion in which client has to pay attorney fees if the post is not really defamatory – and also conduct hours of legal research to find similar cases and predict what might occur in court.
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File a lawsuit for defamation and other plausible claims. I have created a video, Should You Sue, which I recommend that my clients watch before deciding on litigation. The text and link to the video can be found under Press/Blog here: https://solveandwin.com/press#should-you-sue?-. If you obtain a court order to remove the review, the Web Host should comply with the removal.
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Some clients prefer to jump from step #1 to #5 or #8 because they know that the steps in between are costly. If the review is by a competitor, someone without deep pockets or is a blatantly false allegation that can easily be proven, then a lawyer might suggest skipping steps. If it seems like it was possibly a misunderstanding, then it makes sense to employ the “honey then vinegar approach.” Also, some clients may prefer to conduct the costly legal research (#7) at the outset if they are ready for litigation. Some lawyers may refuse to send a demand letter without first conducting legal research. It can depend on whether the words or writing are in a grey area or novel to the lawyer.
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The risk of sending a cease and desist demand letter is it can cause the “Streisand Effect,” which is when something blows up out of proportion and brings more attention to the situation. The defamer could retaliate in various ways such as posting the demand letter on the review site or elsewhere, have friends post negative reviews, make complaints to professional boards, etc. Further, even a public response or getting a review removed can cause the reviewer to post a negative review on another site or through various fake accounts.
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In the interim of attempting to get the review removed (since the above process can take a long time), you can try the following options:
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Bury the negative review with positive reviews from customers/patients, which I suggest as a best business practice to do anyway – *suggest* reviews to happy customers (as some companies prohibit, asking for reviews, and especially paying for them).
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You should ask your customers and friends to at least report the negative reviews for violating hosting company policies, but again, this could bring attention to the review, especially if a technologically challenged user accidentally clicks the wrong button to Like or give it a Thanks, etc.
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Again, responding to or restating the public response to the review to be 100% clear that the post is false, but also offer empathy and support, it must be carefully written to show potential customers how wonderful you are. “You are not defined by your failures – you are defined by how you overcame them.”
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There are a number of companies that offer to remove reviews for a fee. I am not certain how much that costs or whether they are successful but may be worth considering.
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Responding to the Web Host of the Review site again with the information that the post was defamatory and evidence and trying to persuade them to hide the review and mention their liability for failing to remove the defamatory post.
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Sending a formal and firmer demand letter to the Web Host of the Review site, similar to the type that Marty Singer sends.
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I understand that this is a difficult decision for the client. I personally and professionally prefer the “honey then vinegar approach,” but I have written numerous demand letters and have seen things go positively, some go nowhere and some lead to costly litigation. The choice is the client’s. I wish I had a crystal ball to predict the future. Thus, lawyers use research, analysis, investigation, negotiation and if necessary, litigation, to meet the client’s goals.
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General Counsel Opinion: Top Five Legal Issues That Can Derail a Small Business’ Efforts
*Suzanne Natbony, Esq.
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Most clients that I represent have the following typical top 5 business goals:
1) make a profit, if not maximize profits,
2) provide a useful/safe/top-notch product/service in that it provides customer/patient satisfaction,
3) minimize legal risks,
4) reduce costs, and
5) minimize tax exposure.
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As a general counsel attorney, I work very hard to achieve those goals for my clients, but the following are the top 5 legal issues that can derail our efforts:
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1. Doing Business with Bad People
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I can’t emphasize this enough – business partners, employees, customers, vendors, etc. - if you end up dealing with a complainer, or someone who is vindictive, difficult, litigious, entitled, pesky, or even worse, criminal, such as a fraudster, your business will likely suffer. Lawyers can help you vet your contacts by conducting due diligence on potential deals. Also, the recommendation to have a “no jerk policy” cannot be emphasized enough.
2. When You Are the Bad Actor
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Do not alienate, belittle, overpromise/underdeliver, fail to recognize colleagues, employees, customers, etc. Disputes can arise when my client, let’s say, has had a bad day and been rude to an employee, or failed to recognize an employee, causing a chip on a shoulder, or when the business overpromises about a product or service, or perhaps just falls short of providing the best service, then customers may complain, or people sue.
3. Not Being in Legal Compliance and Getting Caught
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This could be seemingly innocent, such as your website was not in compliance with the ADA, and you get sued. You want to make sure to have a lawyer review your business plan, products, website, advertisements, etc. to make sure that you have legally required language protecting you or highly advisable language such as disclaimers.
4. Resisting Change/Failing to Adapt to Changing Technology/Customers/Growth etc.
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Business success requires a certain degree of determination, which can include rigidity, but there needs to be room for growth, improvement, and change. A seasoned and experienced general counsel, with business experience, can assist by facilitating deals, rather than killing them.
5. Passing Up Opportunities.
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Related to the above issues with resistance, clients have passed up on great opportunities. I have employed calculations to help my clients determine whether to partake or pass on these opportunities. Unfortunately, overlooking opportunities can be related to having an ongoing litigation as a distraction from growth.
As a general counsel, I cannot help prevent all of the above problems, but I do my best to help my client put mechanisms in place to prevent or put out fires, as swiftly and efficiently, as possible.
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* Suzanne Natbony is a licensed California lawyer, with an emphasis in healthcare law, and partner at Aliant LLP, with her own law firm, Solve & Win, PC, practicing transactional and regulatory-compliance law, while also being an entrepreneur with her own healthcare product company, with four patents in her name on a Class II FDA medical advice. She is also general counsel to a multistate medical spa franchise and other medical spas and physicians around the U.S. You may contact Suzanne by email at suzanne@lawyer.com.
Thriving as an Entrepreneur Amid Legal and Emotional Stress
By Suzanne Natbony, J.D., Esq.* and Tomislav D. Zbozinek, Ph.D.**
Entrepreneurship is exhilarating, but it can also be legally and emotionally draining. Every founder must navigate a maze of regulations, contracts, and compliance obligations, all while coping with uncertainty, financial pressure, and nonstop decision-making.
Consider Jana, a California entrepreneur hoping to start a wellness consulting company. She wonders whether to form an LLC or remain a sole proprietor, and whether to register in California or in another state such as Delaware or Nevada. Once she decides, she faces new questions: Can she advise clients on nutritional supplements without crossing into medical practice? Can her assistant be classified as an independent contractor? Does she need a written consulting agreement with a cancellation policy? What happens if a client refuses to pay - or if a disgruntled employee files a complaint?
This cascade of questions is typical for small-business owners. From entity formation to risk management, legal complexity is one of the greatest hidden stressors in entrepreneurship.
Understanding those legal stressors - and learning healthy ways to manage them - can help founders not only build stronger companies but also preserve their mental health.
1) Understanding the Legal Landscape for Entrepreneurs
Entrepreneurs face legal decisions from day one:
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Entity Formation: Whether to organize as a sole proprietorship, partnership, corporation, or limited liability company, and in which state.
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Intellectual Property: Securing trademarks, copyrights, and trade secrets before launching products or services.
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Contracts: Drafting agreements for co-founders, investors, vendors, employees, and independent contractors.
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Regulatory Compliance: Ensuring marketing, data, and professional practices comply with state and federal rules (especially critical in healthcare, finance, and wellness sectors).
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Leases and Guarantees: Negotiating commercial leases, which often involve personal guaranties with long-term financial exposure.
Even after setup, legal risk never stops. Disputes may arise with employees, clients, landlords, or business partners. A single misstep, such as misclassifying a worker or inadvertently sharing patient or consumer data, can trigger lawsuits, fines, or regulatory investigations.
As counsel to startups and medical professionals, lawyers often see legal stress manifest as “analysis paralysis”: the entrepreneur becomes so overwhelmed by potential risks that decisions stall. This not only delays business progress but also heightens anxiety and burnout.
2) How Legal Stress Affects Entrepreneurial Mental Health
Research confirms that entrepreneurs experience higher stress and burnout rates than traditional employees (Kiefl, Fischer, & Schmitt, 2024). The constant demand to make legally and financially consequential decisions creates chronic cognitive and emotional strain. Even founders who are decisive and resilient may develop anxiety or depression when faced with persistent uncertainty, litigation threats, or “bad actors” such as exploitative partners or an avaricious landlord or “serial suer” plaintiffs, such as disgruntled employees or vengeful customers.
Recognizing these stressors allows entrepreneurs to implement both legal systems and psychological strategies to protect themselves. Proactive legal planning and mental-health resilience are essential as both rely on structure, foresight, and self-regulation.
3) Legal Planning as Preventive Self-Care
From a lawyer’s standpoint, preventive law is the business equivalent of preventive medicine. Just as good health habits avert illness, strong legal infrastructure prevents crises. A few key strategies:
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Written Agreements for Everything. Clearly drafted contracts reduce misunderstandings, protect cash flow, and provide recourse if relationships sour.
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Defined Policies and Procedures. Employee handbooks, compliance protocols, and privacy policies create clarity and reduce regulatory exposure.
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Professional Guidance Early. Consulting with a business attorney before signing leases, hiring staff, or taking investors can save far more than it costs.
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Insurance and Indemnity. Proper coverage - including professional liability and cyber policies -provides an emotional safety net as much as a financial one.
When these legal fundamentals are in place, founders experience less “background stress.” They can redirect energy toward creativity and growth rather than constant firefighting.
4) Seven Psychological Tools to Cope with Legal and Business Stress
Legal security alone doesn’t eliminate stress. To stay resilient, entrepreneurs can draw from the following seven based evidence-based psychological techniques to combat and ward off stress, anxiety, and depression.
i. Problem Solving
Instead of ruminating over “what-ifs,” effective problem solving involves defining the issue, generating options, choosing one, implementing it, and moving on.
Often times, people worry about their problems instead of engaging in problem solving. Worry involves: i) perseverative thinking about problems and their potential future negative outcomes, ii) difficulty disengaging from those thoughts, and iii) sometimes excessively seeking reassurance about what decision to make (Leahy, 2012). Worry is inefficient with regards to time, effort, and emotionality; is an unpleasant experience; and can strain relationships with other people (e.g., through reassurance-seeking or spreading worry). It makes you want to gather as much information as possible before making a choice. The problem with that, though, is gathering so much information is time- and effort-intensive; also, the more information you gather, the more likely the information becomes contradictory, making it hard to know what decision to make (i.e., “analysis paralysis”). In contrast, problem solving is much more time-bound, effort-bound, and emotionally healthy. It involves thinking about a problem, thinking of solutions, picking a solution, enacting that solution, and moving on (D’Zurilla & Nezu, 2010). This can be done solo or in conversation with others. If the solution inherently involves waiting periods (e.g., waiting to hear back from someone), people who are worrying will anxiously perseverate over the problem/solution while waiting, whereas people who are savvy at problem solving will be able to compartmentalize (i.e., focus on other things and experience little-to-no anxiety). No matter how distracting a problem might feel, it’s important to catch yourself when you’re worrying and shift to problem solving. This can feel more pleasant, give you time back in your day, decrease burnout, and help you run your business more efficiently.
ii. De-Catastrophizing
Cognitive techniques that examine evidence for and against catastrophic thoughts can reframe these events realistically.
Anxiety and depression often make us believe that our problems are way worse than they actually are. This is called catastrophizing (Gellantly & Beck, 2016). For example, a “no” from an angel investor or venture capital firm might feel like the end of the world. The entrepreneur might think, “I don’t know what I’m doing”, “I don’t have what it takes”, or “I’m a complete failure”. These are all thoughts – not necessarily facts – and it’s important to remember that thoughts are not necessarily accurate. I’ll repeat that: thoughts may or may not be accurate (Buschmann, et al., 2018). But the emotions stemming from those thoughts don’t care if the thoughts are accurate; our emotions believe our thoughts are accurate, so emotions rise and fall based on the contents of our thoughts (i.e., what we believe is true). To find out if thoughts are accurate, we need to look at the evidence: what supports and refutes our thoughts. By definition, if there is any evidence refuting the thought, then that thought is at least partly inaccurate, so we need to change that thought to whatever is most consistent with the evidence. For example, instead of “I’m a complete failure”, a more accurate thought might be, “I didn’t get this investment, but I’ve gotten others, and these investors gave me some helpful feedback that will improve my chances with the next investors.” Additionally, a helpful de-catastrophizing question is, “realistically, how long will this problem last? A few minutes? A day? A week? A month? A year? 5 years? 10 years? 20 years? The rest of my life?” Usually, the problem’s duration is much shorter than what our anxious or depressive mind says while catastrophizing. Understanding that the problem has an expiration date and that the expiration date is probably sooner than what the catastrophizing mind believes can help reduce anxiety and depression. Lastly, it can be helpful to think about what difficulties you’ve already overcome. Have you overcome similar or even more difficult situations before? Remembering your personal track record can help you feel stronger and de-catastrophize the current situation.
iii. Acceptance
Acceptance that even the most strategic entrepreneurs face obstacles. Accepting that setbacks are part of entrepreneurship reduces emotional turbulence and keeps decision-making rational.
Entrepreneurship can be very difficult. Even the most successful entrepreneurs say that repeated failure is part of the path to success, and they emphasize learning, persevering, and quickly pivoting when encountering those failures. Dialectical behavior therapy and Buddhist practice believe that suffering equals pain times resistance, such that the pain may exist, but resistance amplifies the pain to cause suffering (Linehan, 2015). In entrepreneurship, genuinely accepting that setbacks, failures, and challenges are part of the entrepreneurial journey can help the entrepreneur accept that those difficulties are inevitable, expect them to happen, and minimize suffering when they occur. Along those lines, many people have found the “Serenity Prayer” helpful during difficulty: “Give me the serenity to accept what cannot be changed, the courage to change what can be changed, and the wisdom to know the one from the other.” You have much more control over yourself (e.g., your reactions to problems) than you do other people (e.g., disgruntled employees) or the world around you (e.g., the economy). Accepting where you have greater vs limited control can change your relationship with setbacks so that you move on instead of getting stuck ineffectively resisting problems that are outside of your control.
iv. Self-Compassion
Practicing mindfulness, self-kindness, and a sense of shared humanity can transform self-criticism into constructive reflection, improving both well-being and leadership.
Problem solving fixes the problem, whereas self-compassion soothes the problem. Self-compassion can be used in addition to problem solving or as an alternative, depending on what your goal is or what you need in that moment. Self-compassion has three components: mindfulness, self-kindness, and common humanity (Neff, 2015). Mindfulness is non-judgmental awareness of the present moment. Oftentimes, stress, anxiety, and depression take our mind out of the present moment and into distressing thoughts of the past or future. Usually, the present moment is much more tolerable than this, so mindfulness helps us release those difficult thoughts and focus on what is happening here and now. If you catch yourself ruminating over a past decision/outcome or worrying about a future problem, bring your mind to the present moment. The French philosopher, Michele de Montaigne, described his anxiety, stating, “My life has been full of terrible misfortunes, most of which never happened.” Second, the self-kindness component of self-compassion involves genuinely being kind to yourself. Often, entrepreneurship can produce self-criticism, such as “I’m not good enough.” Think of the most caring, loving, nurturing, empathetic person in your life (or imagine the ideal caring person if that’s easier). What would they say to you in this situation? What tone of voice would they use? They would probably say something kind with a gentle tone of voice. What would they say if they heard you talking to yourself so critically? It can help to replace your self-critical thoughts with the kind thoughts this nurturing person might say. Or, what would you say to a loved one going through the same problem? It can help to use those words on yourself. Sometimes, people think that self-criticism motivates strong performance; perhaps it does sometimes, but it is also painful. Ask yourself: do you need self-criticism to perform well? Maybe you can instead soothe yourself with self-kindness; then, when you feel soothed, you can go forth and perform even better. Lastly, our difficulties can feel very isolating or like we are being targeted. The third self-compassion component, common humanity, means that you are not the first nor the last person to go through this. Your difficulty is a common human experience. Realizing you’re not alone often helps validate and soothe the difficulty.
v. True Positivity
Celebrating wins (small or large) matters because positive emotions strengthen resilience and buffer stress.
The word “true” (in “true positivity”) has two meanings here: to focus your attention on true positives, and to truly feel positive about them. As an entrepreneur, it’s easy to get swept up in the “to-do” list and to disregard the “done” list. When a sales pitch goes poorly, how much attention do you devote to the negativity? How long does that attention last? Conversely, when a sales pitch goes well, how much attention do you devote to the positivity? How long does that attention last? How quickly do you move on to your next to-do item? People often tend to focus on negative truths and disregard positive truths. Instead, take time to genuinely feel positive about your successes or about positive aspects of difficult situations (Craske, et al., 2023). Positive emotions feel good, which is important in and of itself. Additionally, having high positive emotions uniquely protects people from developing anxiety and depression in the face of acute and chronic stress (Sewart, et al., 2019; van Steenbergen, et al., 2021). Focusing on the positive truths may require a deliberate shift of attention at first, but with practice, it can become more habitual. When you focus on your positive truths, what emotions do you feel? Happiness? Enthusiasm? Excitement? Curiosity? Gratitude? Generosity? Love? Inspiration? Determination? Pride? Strength? It’s easy to gloss over these emotions, but it’s better to slow down and take a few minutes to really savor these emotions – to really feel them, to swim in the emotions, to bask in them. Which emotions do you feel? Where do you physically feel them? What do they feel like? Once you answer those questions, stick with those emotions and really feel them. This can increase your capacity to experience positive emotions more frequently and more deeply (Craske, et al., 2023).
vi. Healthy Habits
Entrepreneurs who treat wellness (sleep, nutrition, exercise, moderate alcohol use, and social connection) as part of their job perform better legally and professionally because wellness directly affects mood and executive function.
It is important to maintain healthy habits – things like getting good sleep, eating well, minimizing alcohol/substance use, exercising regularly, engaging in personal interests, and maintaining social life can reduce stress, anxiety, and depression and improve cognitive functioning (Walsh, 2011). How do you feel after a poor night’s sleep or after a good night’s sleep? After eating poorly for a period of time (or even one meal) versus eating healthy? When drinking alcohol or using other substances or refraining from them? When your exercise routine is inconsistent versus consistent? How do you feel after engaging in a hobby or spending time with close family/friends? How does all of this affect your work? Maintaining healthy habits sets a strong foundation for your mental health and entrepreneurial performance.
vii. Relaxation Techniques
When stress peaks during a deal or dispute, try a “reset button” - diaphragmatic breathing can quickly calm the body and restore clarity.
A specific type of healthy habit is engaging in regular relaxation exercises. Maybe an unexpected problem occurs with your business, or a stressful situation arises with your family. Regardless, if you’re feeling distressed at around a 7 or more out of 10 (0 = not at all, 10 = extremely), you’re probably not thinking very clearly. Diaphragmatic breathing can help to calm your body down physically by directly engaging your parasympathetic nervous system (the body’s relaxation system) (Hamasaki, 2020; Hopper, et al., 2019). To do this, breath at your normal pace and depth using your diaphragm (upper belly) rather than your upper chest. If you were to place one hand on your upper chest and the other hand just above the belly button, the hand above your belly button should be the only one moving as you inhale and exhale. While breathing, keep your mind focused on your breath (rather than your problems). Your mind may wander; when it does, just gently bring it back to your breath. The nice thing is – once you’ve gotten the hang of it, diaphragmatic breathing can help you physically and mentally calm down in just a few minutes. Sometimes distress reduces a lot; other times, only a little. Even if your distress reduces only a little, that may make the difference in feeling better and approaching your problems with a clear mind to address them effectively.
5) Integrating Legal Foresight and Emotional Resilience
Building a business requires both a solid legal foundation and a sustainable mental framework. Hiring an attorney early helps entrepreneurs prevent common pitfalls, such as unclear ownership, poor contract terms, and compliance oversights, which could otherwise lead to expensive, emotionally draining conflicts. Meanwhile, utilizing psychological tools like problem solving, acceptance, and self-compassion helps founders handle inevitable challenges without losing perspective.
Entrepreneurship is a marathon, not a sprint. By combining sound legal planning with proven stress-management practices, business owners can thrive: legally, financially, and emotionally.
References
Buschmann, T., Horn, R. A., Blankenship, V. R., Garcia, Y. E., & Bohan, K. B. (2018). The relationship between automatic thoughts and irrational beliefs predicting anxiety and depression. Journal of Rational-Emotive & Cognitive-Behavior Therapy, 36, 137-162.
Craske, M. G., Meuret, A. E., Echiverri-Cohen, A., Rosenfield, D., & Ritz, T. (2023). Positive affect treatment targets reward sensitivity: A randomized controlled trial. Journal of consulting and clinical psychology, 91(6), 350.
D’Zurilla, T. J., & Nezu, A. M. (2010). Problem-solving therapy. Handbook of cognitive-behavioral therapies, 3(1), 197-225.
Gellatly, R., & Beck, A. T. (2016). Catastrophic thinking: A transdiagnostic process across psychiatric disorders. Cognitive Therapy and Research, 40, 441-452.
Hamasaki, H. (2020). Effects of diaphragmatic breathing on health: a narrative review. Medicines, 7(10), 65.
Hopper, S. I., Murray, S. L., Ferrara, L. R., & Singleton, J. K. (2019). Effectiveness of diaphragmatic breathing for reducing physiological and psychological stress in adults: a quantitative systematic review. JBI Evidence Synthesis, 17(9), 1855-1876.
Kiefl, S., Fischer, S., & Schmitt, J. (2024). Self-employed and stressed out? The impact of stress and stress management on entrepreneurs’ mental health and performance. Frontiers in Psychology, 15, 1365489.
Leahy, R. L. (2012). The worry cure: stop worrying and start living. Hachette UK.
Linehan, M. M. (2015). DBT skills training manual (2nd ed.). Guilford Press.
van Steenbergen, H., de Bruijn, E. R., van Duijvenvoorde, A. C., & van Harmelen, A. L. (2021). How positive affect buffers stress responses. Current Opinion in Behavioral Sciences, 39, 153-160.
Walsh, R. (2011). Lifestyle and mental health. American Psychologist, 66(7), 579-592.
Author Bios
* Suzanne Natbony, Esq. is a licensed California lawyer, with an emphasis in healthcare law, and partner at Aliant LLP, with her own law firm, Solve & Win, PC, practicing transactional and regulatory-compliance law, while also being an entrepreneur with her own healthcare product company and online legal document and video platform, LawTake. She is also general counsel to a multistate medical spa franchise and other medical spas and physicians around the U.S. with a connection to California. You may find more articles and information about Ms. Natbony at solveandwin.com or contact her by email at suzanne@lawyer.com.
** Tomislav D. Zbozinek, PhD is a licensed psychologist in California, with an emphasis on anxiety and depression. He has his own private practice – Anxiety and Depression Treatment Specialists, A Psychotherapy P.C. – where he helps people with anxiety, depression, stress, self-criticism, increasing positivity, gaining personal insight, and navigating life. He is also employed at the University of California, Los Angeles (UCLA), where he is Associate Director of the Anxiety and Depression Research Center; in this role, he does research helping improve our understanding and treatment of anxiety and depression. You may contact Dr. Zbozinek by email at tzbozinek@adtspsych.com. His website is www.adtspsych.com.
Navigating HIPAA and CMIA Compliance in Medical Practices: How to Protect Your Patients and Your Practice
by Suzanne Natbony, Esq.
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Patient privacy violations have become abundant among medical practices recently. From a ransomware attack gaining access to a medical practice's naked patient photos, to a doctor illegally accessing patient records, to a patient accusation that the doctor discussed confidential patient information to a third-party, a medical practice must safeguard patient information. There are two major privacy laws that regulate patient information in California.
In 1981, California enacted the Confidentiality of Medical Information Act (“CMIA”) to ensure patients’ medical information is handled with care by healthcare providers, insurance companies, and other organizations.
In 1996, the federal government created their own privacy policy called the Health Insurance Portability and Accountability Act (“HIPAA”) Privacy Rule which established the national standards to protect sensitive patient data. Since the establishment of HIPAA, California CMIA has been amended to supersede the federal regulations and is considered one of the strictest state policies that exist.
With the incorporation of electronic medical record keeping in medical practices, healthcare practitioners, medical staff, and non-medical staff must secure patient health information (“PHI”) not only in the physical setting, but also in the digital setting to ensure patient privacy is fully protected.
Here are some guidelines to follow to help protect your patients and your medical practice.
I. Train All Staff on HIPAA and CMIA Compliance
All staff, including medical and non-medical staff who have access to patient information must be well-versed in HIPAA regulations and the specific policies your practice follows to protect patient information. This training should be provided during the onboarding process of new staff and repeated every 2 years. Supplemental training may be required in between if new guidelines were added. Online resources such as a payroll provider or HIPAA Training at https://hipaatraining.com are available and may be cost effective and invaluable. Attorneys that specialize in healthcare law may also provide HIPAA training.
Designate a HIPAA Compliance officer(s) to oversee HIPAA compliance. This officer(s) should be responsible for staying up to date on regulations, conducting training sessions, updating office policies, and ensuring policies and procedures are being followed.
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Training topics should include the following:
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Patient rights under HIPAA and CMIA
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What is PHI under HIPAA and Confidential Medical Information (“CMI”) under CMIA
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How to properly handle and secure PHI and CMIA
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Safe communication practices
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Importance of password security
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Reporting potential breaches
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Civil and criminal penalties for violations
II. Develop Policies and Procedures
Every medical practice should have their own patient privacy policy and procedures that are customized to their practice. These policies and procedures should be documented and readily available to the staff. These policies should be audited bi-annually to ensure the policies are meeting current federal and state guidelines. Some key points to include in the policies are:
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User Access Review: Regularly monitor who has access to patient data based on their position. Access should be limited as much as possible to a need-to-know basis to minimize exposure.
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Secure Password Protocols: Implement strong password policies such as minimum character length, complexity requirements, two factor identification, and frequent password changes. Ensure passwords and accounts are not being shared among staff.
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Data Encryption: Encrypt all PHI both in transit (e.g. email) and at rest (e.g. on servers) to protect patient data from unauthorized access.
III. Work with an IT Professional that specializes in HIPAA compliance
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Even though it may be more costly to hire an IT Professional who specializes in HIPAA compliance, it may be worth the cost in the end if it prevents any breaches in your network, which can be more financially detrimental. IT professionals can help maintain and update your software, computers, and servers to protect PHI and implement any necessary security measures. The IT professional can complete a comprehensive risk assessment to help identify any potential vulnerabilities in your system and monitor for any possible breaches. This risk assessment should include all areas where the patient data is accessed, stored, and transmitted.
IV. Medical Record Retention
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Medical records must be kept for at least 7 years (10 years for Medicare and certain Medi-Cal patients) from the date of service, discharge, or death in a secure environment with security protocols in place to prevent unauthorized access. CMIA requires medical practices to have policies and procedures that address medical record storage, destruction, and disposal that comply with current CMIA regulations. HIPAA has no medical record retention policy and defers to state laws.
V. Secure Communication Practices
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Practices must obtain patient consent which specifically states what method of communication they approve of (e.g. mail, fax, email) and what information can be transmitted. Avoid emailing PHI as email is often not secure. A simple mistake like misdirecting an email with a patient’s note can lead to a breach. Using a protected portal or messaging system for all patient communication is the preferred method.
VI. Physical Security
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Avoid discussing patient information in front of unauthorized personnel. Any discussions with the patient should be held in a private setting such as an exam room or a private room. It is inappropriate to have these discussions with a patient in a shared waiting room, hallway, or public place. This can lead to unintended consequences disclosures of PHI.
VII. Shared Mobile Device Security
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If your practice uses shared mobile devices, such as an office iPad for patient intake forms, then make sure the device is secure. Implementing “kiosk mode” on these devices is one way to ensure that a patient using the device cannot access another patient’s data.
VIII. Business Associate Agreement (“BAA”)
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Any third-party vendor or contractor who may have access to PHI must sign a Business Associate Agreement with your practice. These third-party contractors can be cloud storage providers, marketing companies, or billing services. The BAA obligates them to be compliant with HIPAA regulations. Department of Health and Human Services provides templates for BAAs. A healthcare attorney like Solve & Win can also help draft a customized BAA for your practice.
IX. Website Compliance
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Your website must also be HIPAA compliant and secure. The site should include a Notice of Privacy Practices (“NPP”) for website users. The website’s NPP is different from the Patient Notice of Privacy Practice that the patient signs in the office during intake. This NPP outlines how your medical practice handles user information collected through the website, such as contact information or appointment requests. By including the NPP, your medical practice demonstrates your commitment to protecting the user’s privacy and adhering to HIPAA regulations.
X. Written Consent from Patients Required
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CMIA requires written consent from patients before releasing their health information versus HIPAA only requires verbal consent.
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California legislature in 2021 amended the CMIA. Under this new amendment, medical providers can share patient medical information with their family members or caregivers without patient consent if it is in the best interest of the patient. This CMIA amendment puts it in line with HIPAA’s policy regarding releasing medical information to family members or caregivers.
XII. Penalties
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CMIA can implement both civil and criminal penalties for nonadherence to the privacy laws which can result in financial penalties and or imprisonment versus HIPAA only has civil penalties. CMIA maximum penalties are higher than HIPAA for certain types of violations.
In conclusion, medical practices, especially in California, need to be diligent and proactive regarding HIPAA and CMIA requirements to protect not only the patient’s privacy, but also to protect your medical practice. Staying informed regarding new patient privacy law requirements, creating and enforcing the policy and procedures, properly training medical and non-medical staff, and conducting regular risk assessments can help prevent potential breaches.
Legal Compliance Guide for Medical Practices Offering Injectable Peptides: What Medical Practices Need to Know About GLP-1, BPC-157, and Related Therapies
*Suzanne Natbony, Esq.
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As the popularity of injectable peptides like GLP-1, GLP/GIP, and BPC-157 continues to grow, many medical practices are exploring how to integrate these therapies into their offerings. However, peptides occupy a complex regulatory space, and missteps can expose providers to legal, licensing, and malpractice risks. Below is a Q&A-format legal overview tailored for medical practices seeking clarity on FDA requirements and liability safeguards.
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Q1: Can we “recommend” peptides as supplements? Or do we need to prescribe them?
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A: Injectable peptides are classified as drugs by the FDA due to their method of administration. This means they must be prescribed by a licensed healthcare provider following a proper examination and documentation of medical necessity. They may not be referred to as “supplements” to avoid regulation.
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Some peptides are outright prohibited, while others may be prescribed under strict legal conditions. Referring to these treatments informally as “recommendations” may expose practices to:
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Malpractice liability
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Disciplinary action by medical boards
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Loss of insurance coverage due to off-label, non-FDA-approved use
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Q2: Where can we legally source peptides?
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A: Only from FDA-registered 503A or 503B compounding pharmacies. Peptides sold by research labs or labeled “for research use only” are not legally permitted for human use.
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Medical Practices should:
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Confirm the pharmacy is FDA-registered
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Verify products are pharmaceutical grade
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Use only base forms of active ingredients (e.g., no salt forms)
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Request and review a Certificate of Analysis (CoA)
Q3: What should we look for in a Certificate of Analysis (CoA)?
A: Key items include:
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Source must be an FDA-registered or ISO/IEC 17025-accredited lab
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Product name (e.g., GLP-1), batch number, expiration date
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Purity (typically ≥98%) and potency confirmed via HPLC or MS - Endotoxin levels, sterility testing (USP <797>), and impurity screening
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Chain of custody is not required on a CoA, but it may be requested separately.
Q4: How do we document compliance?
A: Maintain:
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Medical necessity and treatment rationale
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Patient-specific informed consent
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Pharmacy CoAs
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Informed consent forms must be customized to address risks and the non-FDA-approved status of these treatments.
Q5: What are drugs, biologics, and investigational products?
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A:
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Drugs: Chemical substances affecting body function or treating disease. Includes GLP-1 and NAD+.
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Biologics: Made from living organisms. Peptides over 40 amino acids often fall into this category.
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Investigational: Not FDA-approved; may only be used in research or specific compounding scenarios.
Q6: Can FDA-approved drugs like semaglutide still be compounded?
A: Yes, but only under specific exceptions:
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Allergy to commercial ingredients
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Different dosage form or strength
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Drug is on FDA shortage list
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Even after a shortage ends, compounding may continue if:
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Additional active ingredients provide added benefit (e.g., adding B12 for nausea)
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Required dosage isn’t commercially available (e.g., 0.75 mg for titration)
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Q7: What are Category 2 Bulk Substances?
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A: These are ingredients the FDA deems unsafe or lacking sufficient data. Examples: BPC-157, CJC1295, MOTS-C. These may not be legally compounded.
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Q8: Can FDA-approved biologics be compounded?
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A: No. Biologics (e.g., Tesamorelin, IGF-1 LR3) are categorically prohibited from compounding under Sections 503A and 503B.
Q9: Can we inject supplements like NAD+?
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A: Injectables are always considered drugs, not supplements. This means:
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Must be prescribed
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Must be compounded by a 503A/503B pharmacy
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Must comply with sterile compounding rules
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Must be administered by licensed professionals
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Cannot be marketed with disease claims
Q10: Can we advertise compounded medications?
A: Marketing is highly regulated. Avoid:
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Claims that compounded drugs are “safe” or “effective”
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Calling them “generics” (they are not FDA-approved generics)
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Using brand names (e.g., Wegovy, Ozempic) in reference to compounded versions
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Referring to peptides as “supplements”
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Use neutral language like “prescribed therapy” or “injectable medication” instead.
Final Takeaway
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Peptide therapies hold promise but come with significant regulatory and legal risk. Medical practices must ensure that all treatments are prescribed, sourced, administered, and marketed in strict compliance with FDA regulations and state medical board standards.
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If your practice is considering incorporating peptides or compounded injectables, our law firm offers full compliance reviews, informed consent drafting, and vendor vetting support.
Obtain Patient Permission Before Using Video
By Suzanne Natbony, Esq.
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Video production has been increasing at an expansive rate. What used to just include videos on television, has expanded to videos on websites, social media, phones and more. Increasingly, people want to appear in videos and not just actors. More and more physicians who have appeared on TV shows either consulting with a patient or performing a procedure on a patient. Top reality physician shows include, NY Med, Trauma: Life in the E.R., Boston Med and Mystery Diagnosis. Further, many physicians are creating videos of patients having procedures done to post on their websites, YouTube and social media. Before jumping into appearing on video with a patient, you must have the patient sign a written release that includes a robust host of waivers and authorizations.
It is always essential for a physician to get informed written consent from patients prior to performing a procedure. Similarly, production companies and TV shows need to obtain a signed release from anyone who is filmed. As such, anyone that wants to display protected health information or have a patient’s medical privilege waived on TV should obtain informed, written consent prior to filming.
Without proper releases, a physician may be fined and even jailed. The United States Department of Health and Human Services, Office for Civil Rights (HHS) is the enforcing entity of the Privacy, Security and Breach Notification Rules (HIPAA Rules). HHS ordered New York-Presbyterian Hospital to pay $2.2 million and to create a comprehensive correction plan with two years of monitoring after failing to obtain proper authorizations and leaking video to the media for the show, “NY Med.”
A few standard provisions that are recommended include confidentiality, non-solicitation/compete, liability, governing law, and release of rights. However, many different forms of releases exist and some may have legal pitfalls because they fail to include additional mandated provisions related to HIPAA compliance.
In addition to these standard provisions, a form involving a patient should include release of protected health information, patient compensation, patient/physician relationship, and an indemnification.
In conclusion, a lawyer experienced in healthcare and entertainment law should draft the release, waiver and authorization that must be signed prior to a patient appearing in a video or on TV. A simple draft sample release appears on LawTake, which is a database of legal videos and documents, created by lawyers, at http://www.lawtake.com/index.php/release-and-nda-for-an-event-pdf.html. Any documents found on the web, should still be reviewed by a lawyer.
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Solve & Win Announces that A Non-litigator Attorney Prevails in Breach-of-contract Case Against Litigator Over Referral Fees
California business attorney prevails in Natbony v. Reccius et at., a referral fee case, under Rule 2-200 and Barnes, Crosby, Fitzgerald & Zeman, LLP v. Ringler. Suzanne Natbony, Esq. referred Mr. Benjamin Reccius a client because Mr. Reccius promised to pay Ms. Natbony a referral fee, but then refused to pay. Ms. Natbony filed suit for breach of a referral fee agreement against Mr. Reccius, and the case was decided by Judge Emma Castro. Ms. Natbony prevailed and was awarded her referral fee plus costs.
LOS ANGELES (PRWEB) August 04, 2021
Business transactional attorney-entrepreneur Suzanne Natbony, president of Solve & Win PC, has won a judgment against Benjamin Reccius, an associate attorney at Kimball, Tirey, St. John LLP over a breach of contract regarding referral fees.
Heard by Judge Emma Castro of the Los Angeles Superior Court, Suzanne Natbony v. Benjamin Reccius et al. (2021) Cal. Sup. 21STSC00537 hinged on whether a referral fee Reccius promised Natbony was enforceable under the California Lawyer Professional Rule of Conduct 2-200 and case law. Natbony was awarded the $9,000 fee entitled to her plus costs.
“How can an officer of the court who is charged with creating and enforcing contracts for the people not be held to the contracts that he himself makes?” said Natbony. “I am not a litigator and the amount at stake wasn’t that much, but it’s the principle.”
In Natbony, plaintiff Natbony referred a landlord/tenant matter to defendant Reccius, who agreed to take the case on a contingency basis, pay Natbony a referral fee of 25 percent of the fees earned on the matter, and include written disclosure of the fee division in his retainer agreement. The amount of the referral fee was confirmed in an email, and Reccius advised Natbony that he had included the required Rule 2-200 language in the client’s retainer agreement and that he had signed it.
Under these facts, Natbony had no reason to doubt Reccius’ representations as to compliance with Rule 2-200, which permits referrals fees paid between lawyers if two factors are met: The client must agree to the fee in writing and the legal fees may not be increased due to the referral.
California permits lawyers to pay and receive referral fees under the current Rule 1.5.1 and the “old rules,” which were in effect when the Natbony referral was made. Accordingly, in Natbony, Rule 2-200 was the operative rule.
While most California lawyers understand that lawyers can make or pay referral fees if both factors are met, these lawyers are actually unaware of the case law providing for an exception. In Barnes, Crosby, Fitzgerald & Zeman, LLP v. Ringler (2012) 212 Cal.App.4th 172, the court of appeal held that when a referring attorney is prevented from complying with Rule 2-200 by the attorney to whom she referred the client, the defendant attorney is equitably estopped from asserting Rule 2-200 “as a ‘sword’ to escape a written referral fee agreement.”
The Barnes Court held that the record demonstrated that the defendant had actively prevented plaintiff from complying with Rule 2-200 in obtaining written authorization from the client for the fee division. Id. at 175.
Like the defendant in Barnes, supra, the Natbony ruling equitably estopped Reccius from asserting non-compliance with Rule 2-200 as a defense to his fee-sharing agreement with Natbony.
Pleased with the judgment, Natbony explains that her focus is “preventive legal,” i.e., advising clients about regulations, protecting intellectual property, and drafting and negotiating contracts, but she also has to put out fires.
“This was a fire that couldn’t be contained,” Natbony said. “No amount of reasoning, demands letters, offers to settle or mediate, or mutual-connection influences were able to induce even a $1 settlement.
“So in that case, you have to do what litigators do and file a lawsuit when you have the facts and law on your side.”
Suzanne Natbony is a third-generation lawyer, with a focus on business transactional, regulatory/compliance and dispute resolution. She is licensed to practice in California, with her own law practice, Solve & Win, in West Los Angeles, in addition to being a Partner at the international law firm, Aliant LLP (AliantLaw.com) and Of Counsel to Merino Yebri LLP (MYlawLLP.com), in Century City, and she also serves as General Counsel for Beverly Hills Rejuvenation Center, a multi-state medical spa franchise (BHRCenter.com). Solve & Win is a solutions-oriented law firm comprised of practical, business-minded corporate lawyers, who are effective at closing deals, and creatively overcome legal obstacles through resolving disputes. Ms. Natbony is also founder and CEO of LawTake, the first online marketplace for lawyers to successfully commoditize legal information via videos and forms directly to consumers.
This press release was featured here:
The Trials and Tribulations of Using Online Legal Forms
By Suzanne Natbony, Esq. and Zolo Mundur, Esq.*
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Whether you’re a CEO or businessperson without a law degree, you may have searched online for a legal form to use for a deal. No one wants to or should draft a contract from scratch if there’s a rather comprehensive form with tried and tested verbiage that can protect you and your deal.
As a result, online document databases have popped up online with free and low-cost legal documents for both lawyers and consumers. Business transactional lawyers regularly search online for legal forms to use or go to Westlaw, Lexis Nexis, Practical Law, Lexub, LawTake, and other websites, even law firm websites.
A new player in online document database industry is “legal document marketplaces”, like Lexub. These marketplaces are democratizing the supply of legal document forms and templates which means anyone can publish their legal document templates, like Amazon or eBay for legal document templates. Users can choose from documents from various sources instead of relying on big (and expensive) publishing companies. Lawyers and small to mid-sized law firms can generate additional revenue and improve their online presence with their quality document examples. They can also productize their services without the need to bill additional hours.
However, since anyone can publish their documents, there’s the issue of quality when purchasing documents from marketplaces. Lexub, for example, advises their users to examine the document publisher’s profile and document details before purchasing, like you would when you are about to buy something from eBay. In addition, after the purchase, if the document doesn’t match the description or is scam, they have a refund policy.
For consumers and small businesses, finding low-cost documents online can save a lot of money in legal fees, especially for a startup that has limited funds. However, even if you are experienced and educated with a degree in writing, you can make a mistake. For example, one experienced and brilliant CEO, who had been able to cherry pick excellent clauses to add to an independent contractor agreement and clearly explain the services that he provides and the expectations of his independent contractors, made a grave mistake trying to draft a release with a client. The intent was to cure a breach with a client by releasing each other of all obligations, except for one obligation – a key obligation – worth tens of thousands of dollars.
However, the release didn’t say that. Instead, the release stated: “the Parties desire to amicably terminate their professional relationship and any agreements reached.” Further, the “Client is hereby freed from any and all obligations under all previous agreements.” Unfortunately, the CEO went to his lawyer a few months later after the client had failed to perform the expected services, and was advised of the challenge of using a very good contract that the CEO found online, but failing to tailor the release to his situation by excepting the client’s remaining obligation from the release.
The moral of the story – for both lawyers and consumers – is to carefully read your documents, and if you’re unfamiliar with what something means, you need to research it or talk to the document creator or an expert in that field.
*Zolo Mundur is a lawyer licensed in Mongolia and CEO/co-founder of Lexub, a legal document marketplace where lawyers and law firms around the world can create their online legal document shop.
Returning to Work Post-COVID: What Employers Should Know
By Suzanne Natbony, Esq.
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​Most states are planning to reopen (or already have reopened) public spaces and workplaces that were restricted due to social distancing guidelines put in place to mitigate the spread of COVID-19. Meanwhile, many companies are extending their work-from-home policies where it makes sense. The White House and the U.S. Centers for Disease Control (CDC) released new guidelines to help facilitate these transitions in a safe and responsible manner.
Employers should realize that reopening their physical workplace may be controversial, since most states have not met the criteria for initiating a phased reopening, which generally consist of:
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A downward trajectory of flu-like illnesses and covid-like cases within a 14-day period;
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A downward trajectory of documented COVID-19 cases and positive tests as a percentage of total tests for 14 days; and
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A robust testing program in place of all at-risk health care workers, including antibody testing.
Since federal guidelines are not binding, nor has the federal government issued a stay-at-home order, decisions that would allow employers to reopen workplaces are being made at the state and local levels. Your company’s managers and other people leaders will need to be particularly astute before reopening in order to adequately protect workers and other stakeholders, while minimizing legal exposure.
We’ll discuss the main legal issues you need to consider for your company’s return-to-work plan, such as bringing back furloughed employees, taking necessary health precautions, and maintaining safe physical distance in the workplace.
What are the legal consequences of reopening early, if there is still a shelter-in-place order where I operate?
You may have seen in the news recently that local officials allowed electric automaker, Tesla, to re-open its Fremont, CA plant in defiance of the local shelter-in-place mandate. Since Tesla has a market value of $150 billion and employs 11,000 people at its Fremont plant, it has a lot of clout and was able to force the county's hand by threatening to relocate its facility.
Your small business most likely doesn’t have that kind of leverage. For the vast majority of businesses, defying a county or state order carries substantial punitive and legal risks, including:
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County/state fines
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Revocation of your business license
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Interruption of utility services (such as electricity)
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Arrest for violation of an emergency order
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Negligence lawsuits by workers exposed to COVID-19
If you are considering defying state or local mandates, you should consult an attorney to fully understand the legal risks that you may be undertaking. In addition, your attorney should prepare a memo to be able to argue that you are acting legitimately, which should be provided to any authority. Lastly, you should have counsel on retainer in the event that the police do appear at your site, as you would not want to make any admissions, rather remain silent, and enable your lawyer to attempt to properly defend your action.
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What are some of the most important things to remember when bringing furloughed employees back to the workplace?
If you furloughed any of your employees due to a stay-at-home order, then they most likely anticipate a return to work once state or county officials give the green light for your type of business to reopen. Alternatively, you may have set a specific date or some other condition (such as an uptick in business) that must be met prior to their return.
Some furloughed employees may have found other work or otherwise don’t intend to return to your business. Perhaps they have additional family responsibilities or have relocated due to the COVID-19 crisis. In these cases, you may terminate the employee as if they have quit the job, including payment of any contractually guaranteed severance pay or other benefits.
In any event, you should typically provide a one- or two-week notice (or whatever is feasible) to furloughed employees prior to their return, including a date by which you require a response. This not only gives employees a fair heads-up, but will also help you determine which furloughed employees actually will return. The other thing to consider is that a furlough lasting more than 30 days may trigger an obligation to provide a 60-day notice of layoff pursuant to the California Cal-Warn Act.
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What if a furloughed employee declines my invitation back to the workplace?
One or more of your furloughed employees might prefer to stay unemployed and collect unemployment insurance (UI) benefits. However, if they decline an invitation to return to work, then it would be considered a refusal of a bona fide offer of suitable work—which means they may be disqualified from UI benefits. Actual consequences of a refusal may vary, since UI benefits are administered at the state level.
What if I’m unable to bring furloughed employees back to the job for purely business reasons, even though a stay-at-home order has been lifted?
Since furloughed employees are still technically employed (although they’re not being paid), they may be laid off if you're unable to bring them back. This will allow them to continue collecting unemployment benefits after you sever the employment relationship.
However, any layoffs you do will need to be conducted in a legally sound manner (following both state and federal laws). This includes avoiding disparate impact discrimination and providing advance notice if it’s a large scale reduction in force.
If you are uncertain about how to manage a layoff, a business or employment lawyer can help.
As an employer, what are my paid leave responsibilities to employees under the Families First Coronavirus Response Act?
The Families First Coronavirus Response Act (FFCRA) requires covered employers to provide all employees with paid leave for certain reasons related to COVID-19. The effective date of this requirement was April 1. You’ll also need to conspicuously post or distribute the Dept. of Labor’s new FFCRA poster so your employees are fully informed of their rights.
All employees may qualify for up to two weeks (or 80 hours) of paid leave (through Dec. 31, 2020) if they are unable to work because:
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They are quarantined (pursuant to federal, state, or local government order, or advice of a health care provider) or experiencing COVID-19 symptoms and seeking a medical diagnosis—paid at their regular pay rate
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They have a bona fide need to care for an individual subject to quarantine or a child (under 18) whose school or care provider is closed or unavailable for reasons related to COVID-19—paid at two-thirds of their regular pay rate
Employees that you have employed for more than 30 days are eligible for up to 10 additional weeks of paid leave (at two-thirds of regular pay rate) to care for an individual subject to quarantine or a child whose school or care provider is closed.
A “covered employer” is a private employer with fewer than 500 employees within the United States or its territories. Certain businesses are exempt from this requirement, including critical parcel delivery services, businesses that already have generous leave policies, and businesses with under 50 employees for whom this would create a financial hardship.
States or cities may provide additional benefits that affect a wider range of employers. The City of Los Angeles, for example, mandates supplemental paid leave for employers with 500 or more employees in the city (or 2,000 or more nationally).
If you have questions about whether your business counts as a covered employer under the federal law, or you are unsure about any additional local guidelines, ask a lawyer.
How do I maintain the privacy of employees who have contracted (or may have been exposed to) COVID-19?
You may inquire about the health status of your employees, given how contagious COVID-19 is, but you also need to respect their medical privacy. Some applicable federal laws include the Americans with Disabilities Act (ADA) and the Health Insurance Portability and Accountability Act (HIPAA). However, you will also need to comply with any relevant state and local laws that provide a greater degree of privacy protection.
These laws generally restrict you from inquiring about employees’ medical history and specific medical conditions (or sharing that information with other parties). However, the following guidelines for pandemic preparedness in the workplace were provided by The U.S. Equal Employment Opportunity Commission (EEOC) to address the most common medical privacy concerns:
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You may send employees home if they have “flu-like symptoms” (i.e. fever or chills AND cough or sore throat)
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Limit inquiries to the extent practical and keep medical information confidential
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Comply with EEOC, CDC, and HIPAA guidelines for employee medical information
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If an employee tests positive for COVID-19, notify the CDC and other employees (while maintaining that employee’s confidentiality)
What can I do to protect my employees in the workplace, in terms of personal protective equipment (PPE), face masks, and other preventative measures?
Since the virus that causes COVID-19 may be spread in a roughly six-foot radius through tiny droplets released from the mouth and nose (and even further if spread through a sneeze), PPE including face masks is recommended by the CDC. Since individuals also may contract the virus through contaminated surfaces, you’ll want to ensure access to handwashing stations and sanitizer, as well as more frequent cleaning and disinfecting of frequently touched surfaces such as copiers, fax and other office equipment.
Simply providing protective gear and access to sinks for handwashing isn’t enough, though. You’ll need to implement a company-wide policy to ensure compliance—refer to COVID-19 workplace preparation guidance provided by the Occupational Safety and Health Administration (OSHA) for more details.
OSHA guidance includes (but is not limited to) the following:
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Promote frequent handwashing and make sure that quotas or time constraints don’t interfere with this important guidance (make sure visitors and customers, if applicable, also have access to handwashing and/or sanitizing).
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Encourage workers to stay home if they feel sick, without fear of adverse action.
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Discourage use of other employees’ phones, computers, desks, or other personal items.
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Practice routine cleaning and disinfecting of surfaces.
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Mandate the use of clean face masks or other acceptable facial coverings, gloves, and/or face shields where necessary.
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If an employee provides their own PPE in the absence of employer-provided gear (in the event of a shortage, for example), you must reimburse them for the reasonable cost.
What are the best practices for ensuring that previously sick or exposed employees are healthy enough to return to work?
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You may refer to the EEOC’s guidance for pandemic preparedness, which states that an employer may enact certain requirements for when an infected or potentially exposed employee may return to work.
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As an employer, you may legally:
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Ask an employee to provide proof of their health by requiring them to submit to a medical exam.
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Provide a physician's note stating the employee is fit to return to work.
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Demand the employee indicate they have been free of symptoms for a specific time period.
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Demand temperature checks.
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In order to prevent their return to the workplace, you must be able to provide objective evidence that their condition would prevent them from adequately performing their job duties or that it poses a direct threat to others in the workplace.
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What are the best ways to screen employees for signs of COVID-19?
Under the guidance of the EEOC, you may ask your employees to be tested for COVID-19 before they’re allowed back onto the worksite, assuming you’re reopening after having closed shop. However, keep in mind that employers can’t single out a “class” of employees for such testing; so you’ll need to apply any such testing procedures equally.
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You also have the right to inquire as to whether an employee:
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Has been exposed to someone with a positive diagnosis of the novel coronavirus
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Is living with someone who is experiencing symptoms of COVID-19
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Has received a diagnosis or has any Covid-19 or flu-like symptoms
Additionally, you may choose to implement screening procedures that include taking employees’ temperature prior to their entry. A temperature of 100.4 degrees (F) or higher may be a sign of COVID-19 infection. If you keep a record of these readings, however, they must be kept confidential.
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Any testing or screening of employees must be compensated (i.e., no off-the-clock testing or screening).
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How do I maintain safe social distancing in the workplace?
Social distancing guidelines provided by the CDC suggest the importance of maintaining a distance of at least six feet from other individuals and avoiding large gatherings, which presents a challenge for many workplaces. If your current workplace configuration doesn’t provide this much social distance, then you may want to have staggered shifts (e.g., portions of the staff come into the office at different times) or provide more work from home options where it makes sense.
Other suggestions include:
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Reassigning vulnerable workers (such as older workers or those with compromised immune systems) to tasks where they have less contact with others
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Ensuring that customers, vendors, partners, and other third parties also comply with social distancing guidelines (for instance, use tape or other visual cues to illustrate how far people should stand apart from one another while waiting in line)
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Implement partitions and physical barriers to help maintain safe distances
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Prohibit hand shaking or any other forms of direct human contact
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Use remote services, such as video meetings, whenever possible, even when in the same office, rather than gather in a conference room
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Make sure your facilities have adequate ventilation and improve where you can, such as opening windows or purchasing air purifiers/washers
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Seek counsel
As an employer, your decisions about returning to work can have serious implications for the health of your workforce and for your business. It is important to talk to a lawyer to understand your obligations in relation to your local shelter-in-place mandate, workplace safety, and employee leave policies, in order to avoid disputes or other consequences. If you have questions, visit Rocket Lawyer’s COVID-19 Legal Center and ask a lawyer for free, or use any of the free legal documents offered to help you manage your business.
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This article contains general legal information and does not contain legal advice. Rocket Lawyer is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.
Legal Terminology for Civil Claims
If you are new to the civil legal system, you may feel like everyone around you is speaking a foreign language. There are probably some words that are totally new to you and many more that you have heard before, but that you do not have a good understanding of what they mean. Having a basic understanding of common terms used in civil law can help you feel more comfortable navigating your claim and talking with your attorney. Here are a few terms and phrases to get you started:
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Liability: Liability, very basically, means “responsibility.” For example, if a defendant is liable for a plaintiff’s injuries, the defendant is legally responsible for the plaintiff’s injury. If a plaintiff can prove that a defendant is liable for the plaintiff’s injury, the plaintiff may be entitled to money damages in civil court. Defendants have the opportunity to assert defenses to refute plaintiff’s claims that the defendant is liable.
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Party: A party to a civil case is anyone listed in the name of the case. Every civil case will have a plaintiff and a defendant. Some civil cases will also have third-party plaintiffs, third-party defendants, and cross-claimants.
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Pleading: A pleading is a document that is submitted to the court on behalf of any party for the purpose of letting the court know what issues are involved in the lawsuit, and stating a party’s opinion regarding such issues.. Pleadings are often filed at the beginning of a case and include the “complaint,” in which the plaintiff states his or her claim against the defendant, and the “answer,” in which the defendant responds to the plaintiffs complaint, typically denying that the defendant is liable to the plaintiff.
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Preponderance of the Evidence: In most situations, a plaintiff must prove his or her civil case by a “preponderance of the evidence” before he or she will be able “win” the lawsuit. By a “preponderance of the evidence” means that a judge or jury is more likely than not that the defendant is liable to the plaintiff. In other words, it is more than 50% likely that the defendant is liable to the plaintiff.
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Tort: Tort is another word for “civil wrong.” It is any action taken by or caused by a person that injures another person, and that has remedies available under the civil law. For example, rear-ending someone in a a vehicle accident likely constitutes the tort of “negligence.” Note, many actions that constitute a “tort” may also constitute a crime. A defendant may be charged with a crime and also be sued by a plaintiff in civil court for the same incident.
If you have questions about any of the terms above, consult with a qualified and competent attorney from a reputable law firm.
When Is a Work Original Enough for Copyright?
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When people think about copyright, they often imagine a high bar for originality. In reality, U.S. copyright law requires only a very modest level of creativity for a work to qualify for protection. Let’s look at how this standard works.
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The Role of the Copyright Office
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The U.S. Copyright Office publishes a reference manual known as the Compendium of U.S. Copyright Office Practices. This guide explains how the Office interprets Title 17 of the U.S. Code (copyright law) and related federal regulations.
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Two sections of the Compendium are especially useful for understanding the link between creativity and copyright protection: Section 302 (general requirements for copyrightability) and Section 308.2 (the creativity threshold).
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Basic Requirements for Copyright Protection
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To qualify for copyright, a work must meet several conditions:
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It must be eligible for copyright in the United States.
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It must be “fixed” in a tangible form—written, recorded, or otherwise captured.
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It must be created by a human author.
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It must fall within subject matter protected by copyright law.
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It must be original, meaning:
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The work is independently created (not copied).
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The work contains at least a small amount of creativity.
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If these boxes are checked, and no other issues arise in the registration process, the work can be registered with the Office.
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How Much Creativity Is Required?
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The legal standard is low. Courts have said that only a minimal degree of creativity is needed. Even a small spark of originality is usually enough.
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A work doesn’t need to be groundbreaking or surprising, but it can’t be completely mechanical or routine.
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Something “ordinary” or “expected” that lacks any creative contribution won’t qualify.
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If the expression is obvious, inevitable, or so trivial that it adds nothing, copyright law won’t protect it.
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Most works—whether simple poems, doodles, or short phrases—clear the bar without difficulty. But there remains a narrow set of creations that are too routine or generic to receive protection.
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Everyday Examples
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Questions often arise about specific scenarios:
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Song lyrics: A single line might or might not qualify depending on how creative the expression is.
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Dictionary examples: Each sample sentence must be considered on its own; some may show creativity, others may not.
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Computer-generated music: If a program mechanically generates every possible sequence of notes, that output is not protected because no human creativity is involved.
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Takeaway
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Creativity is the heartbeat of copyright—but only a small pulse is required. As long as a human author contributes some original expression, the work is likely to be protected.
Delaware’s Emergence as the Nation’s Incorporation Hub
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Delaware’s prominence as the preferred state of incorporation for U.S. companies is rooted in a series of legislative and economic decisions dating back to the late 19th century. This article outlines the historical evolution of Delaware’s corporate framework and the practical reasons it remains the jurisdiction of choice today.
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Historical Background
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In the late 1800s, New Jersey led the nation as the preferred state of incorporation. Its liberal corporate statutes allowed businesses considerable operational flexibility. However, in 1899, Delaware’s legislature enacted the Delaware General Corporation Law (DGCL)—a statute modeled largely on New Jersey’s corporate laws but refined to be even more advantageous to businesses.
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A group of Delaware policymakers recognized the financial benefits that could result from encouraging companies to incorporate in their state. The DGCL offered a simplified formation process, low filing fees and franchise taxes, and expansive corporate powers, enabling rapid and predictable entity formation.
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Core Advantages of the Delaware Framework
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The features that distinguished Delaware’s corporate regime at the time remain its key strengths today:
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Ease of Formation: Incorporation requires minimal procedural steps and can be completed quickly.
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Predictable Costs: Franchise taxes and filing fees are comparatively modest.
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Flexibility in Governance: The DGCL grants corporations broad discretion in defining internal structures and shareholder rights.
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Judicial Infrastructure
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Delaware’s legal system reinforced its corporate appeal. The establishment of the Court of Chancery, a specialized court devoted exclusively to equity and corporate matters, ensured consistency and expertise in corporate adjudication. The state’s extensive body of corporate case law provides guidance and predictability unmatched by other jurisdictions.
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Conclusion
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While Delaware’s sophisticated judiciary and well-developed statutory framework continue to attract large corporations, its initial success stemmed from a pragmatic blend of accessibility, low cost, and corporate autonomy. More than a century later, these same qualities sustain Delaware’s status as the nation’s incorporation capital.
LLC Units vs. Corporate Shares: Understanding the Difference
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When forming a limited liability company (LLC), you’ll often hear the term “units” or “membership interests.” These are the LLC equivalent of shares in a corporation — they represent an ownership stake in the company.
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But not all LLCs describe ownership the same way. Some use percentages, while others use units. Understanding the difference can help you set up your LLC properly from the start.
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Option 1: Defining Ownership by Percentages
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Many small or single-member LLCs use simple percentage ownership.
For example, if two members agree to split ownership evenly, each would hold a 50% membership interest.
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This approach works well when there are only a few owners and no complicated capital structures. But as the business grows, percentage ownership becomes harder to manage — especially when new investors join or when members buy or sell portions of their interest.
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Option 2: Defining Ownership by Units
Larger LLCs or those with multiple classes of ownership (for example, Class A and Class B members) usually divide ownership into units instead of percentages.
Think of units like shares of stock in a corporation. Each unit represents a proportional ownership interest and often carries specific voting or economic rights.
Using units makes it easier to:
• Add or remove members without recalculating percentages
• Create different classes with distinct voting or profit-sharing rights
• Track ownership consistently in a capitalization table
Sample Provisions in an Operating Agreement
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A single-class LLC might include a provision such as:
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“The company’s membership interests are divided into units, each representing an equal share of the total ownership and voting power of the company.”
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A multi-class LLC could expand on that with:
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“The company’s membership interests are divided into classes, such as Class A and Class B, each with the rights and preferences described in Exhibit C to this Agreement.”
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Why This Matters
Choosing whether to define ownership by percentages or units isn’t just semantics — it affects how your LLC tracks ownership, allocates profits, and manages voting rights.
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If your LLC has — or might one day have — multiple investors or classes of membership, defining ownership in units provides flexibility and clarity.
One Lawyer’s Take: Dealing With Difficult Clients
by Suzanne Natbony
We’ve all had difficult clients. The issue is how best to deal with them.
One easy mantra is to prevent the problem before it occurs. But that is easier said than done. Even so, here are a few tips on how to diagnose a potential “problem client” and a method to deflect the inquiry.
By way of background, the LawTake website (lawtake.com) was created by a business lawyer and is a place where attorneys can upload documents and videos to help resolve various legal issues. The site was created to help make legal services more affordable for potential clients and—news flash—to attract more clients. For example, LawTake has a 30-minute video on business formation for people who inquire about starting a business. Business lawyers can tell cash-strapped entrepreneurs to watch the Business Formation video first as it will help them save money on legal fees and make any potential representation more efficient. Corresponding business formation documents are also available for purchase, such as bylaws, an independent contractor agreement and a simple non-disclosure agreement.
What started as a resource for potential clients has now also become a resource to deflect potentially difficult inquiries.
Lawyers routinely divert inquiries to the LawTake website in those instances where an inquiry comes in from someone:
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With whom the lawyer has no connection to (i.e., if you can’t find them in your personal contact management system or locate a connection or social media relationship via LinkedIn or Facebook).
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Who has gone through several lawyers and now needs you to be their latest representative (unless, of course, they have a good reason for switching counsel, such as the fact that their former lawyer(s) lacked the special knowledge in order to properly handle their case).
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Who has unrealistic expectations about the outcome of the matter at hand or how much it should cost (red flags in this area are the flip recitation that “this is an easy case” or “it will easily settle”.
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Who tries to over-negotiate a fee or retainer amount (hint: when this happens, the client often will not want to pay in the future.
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Who wants to fight for principle as opposed to money (more often than not, this type of person will not want to pay the bill either; in these instances, ask for an initial consult fee or refer them straightaway to a competent Legal Aid or pro bono organization).
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Who needs help at the last minute (but if the client can afford to pay a higher price for emergency services and seems otherwise good to work with, perhaps help them out; these cases require great thought and discretion).
Lawyers can also refer favorite current clients to LawTake. For example a client settled a case on her own using a settlement agreement sold on the site, which the lawyer can review after she took a stab at creating the first draft.
Rather than having to learn the hard way about difficult clients and how to cope with them, use creative ways to cope with the classic situations lawyers likely encounter. LawTake is a beautiful foil that is also helpful to any client – difficult or not – who chooses to use it.
by Suzanne Natbony
I. Introduction
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I graduated from law school in the standard three years and still had the opportunity to study at five different law schools by participating in a study-abroad program, enrolling as a visiting student, and taking classes as a special student. I may be one of the few students to have attended law school at opposite ends of the United States (Los Angeles and the District of Columbia), in different hemispheres (the U.S. and Australia), and three law schools in greater Los Angeles. My unique educational experience led me to gain a better appreciation for my home school, seek exposure to coursework unavailable at one single law school, and widen my life-long networking circle. I was also able to travel to different parts of the world and gain experiences that will have a lasting impact. Accordingly, I highly recommend taking advantage of the myriads of benefits that come from enrolling as a visiting student or studying abroad.
This article benefits prelaw students in determining which law school to attend and helps law students determine whether to obtain credits as a visiting student. This information can also assist any bitter law school student or graduate with recognizing the positives of a legal education and appreciating their law school surroundings through discovering benefits that they were unaware of (rather than ruminating over and retaining bitter memories of law school). My narration of my experience at the five schools I attended should help prelaw and law students make informed decisions when selecting law schools or considering whether to pursue courses outside of their home school.
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As this article is intended to guide others, I discuss the benefits and disadvantages associated with attending different law schools from my own experience studying at five law schools: Southwestern Law School in Los Angeles (“SW”), of which I am a graduate. In addition to SW, I studied at the University of Technology, Sydney (“UTS”) through a Santa Clara University study-abroad program, Loyola Law School in Los Angeles (“LLS”), Georgetown University Law Center in Washington, D.C. (“GULC”), and Pepperdine University School of Law in Malibu (“Pepperdine”).
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II. Studying Abroad, Visiting and Auditing
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A. Expand Your Horizons!
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Due to my constant thirst for new experiences and upward mobility, I attended three high schools, four colleges, and five law schools because I think one should aim high, keep progressing and try to get into the best school possible. If you cannot transfer to a better law school after the first year, you should try to study abroad or attend classes at another school as a visiting student in order to have an unsurpassable experience. From listening to an Australian professor compare abortion laws in the U.S. and Australia while demonstrating a mastery of both legal systems, to hearing a D.C. prosecutor decry California’s “crazy, liberal laws” in comparison to those of conservative Washington, D.C., my legal education was greatly enriched by my coursework at other institutions.
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Furthermore, you will widen your network of contacts by not only meeting people who live in your selected city of study, but also those that, like you, have chosen to travel there. In addition, you will be able to show future employers that you are able to function well outside of your comfort zone and to embrace challenges. While some may argue that employers prefer students who stay in one place because it predicts future commitment to one employer, you can readily counter such doubts in two ways. First, you can explain that because you were interested in a comprehensive education, you took classes as a study abroad or visiting student to learn certain legal subjects were not offered at your home institution. For example, as former President of the SW Law and Medicine Society, I first petitioned my school to offer additional health law courses. When I was unable to register for such a course at SW, I took it at Loyola. When prospective employers interviewed me, they were all impressed with my initiative in seeking creative ways to deepen my understanding of this practice area. Thus, I was able to take the course of interest to me, but remained loyal to SW through attempting to have additional Health Law courses taught at SW. Second, you can say that you believe that you are a renaissance man/woman and rainmaker who will consistently continue to improve the services and increase the clientele base of the firm. Those qualities are valued in a firm, but are not easily channeled and rewarded in law school.
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B.Challenges
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There are several potential issues with studying abroad and visiting another institution. First, law schools will not accept transferred grades into students’ GPAs; instead, transcripts just show credits as either a “pass” or “no pass.” Depending on how a student performs, this policy could affect a student’s GPA positively or negatively. For example, my high grades from GULC and UTS were not incorporated and I was unable to increase my cumulative SW GPA, but because my less favorable Pepperdine patent law grade was not incorporated either, my overall GPA was not significantly affected in either direction. Additionally, the administrative burden of the application, enrollment, and orientation process can aggravate students. Students have to get an I.D. card for each school, go through new parking procedures, and obtain wireless configurations.
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As a continuing student, problems can also arise for students who do not start in the fall (traditionally the first semester) because students miss orientation and key events. Accordingly, it can be harder to acclimate as easily in the spring and summer semesters. Indeed, during the summer, the campus can feel more isolated because fewer students are attending classes. The available courses may also be limited for three reasons. First, some schools have their students register for their courses during the spring of the prior year; so many classes may be full if you attempt to register during the preceding fall or summer. Second, fewer courses are available because fewer students enroll in the summer. Finally, some classes are limited because they are in high demand, taught infrequently and only during the summer. For example, SW only offers a Sports Law class during the summer.
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Someone who really wants to study abroad in a particular location or through a certain program should verify that his or her home school will approve the program before applying for the program or before applying to your home institution. For example, LLS only has a few summer abroad programs it sponsors, and my friends who were enrolled there complained that the administration would not approve outside institutional study-abroad programs for credit. I considered transferring to Loyola, but I found out that they would not accept my units from the Santa Clara University study-abroad program in Sydney. LLS only has a few summer abroad programs and my friends complained that their administration would not approve outside institutional study-abroad programs. Accordingly, in order to get credit, they had to participate in a LLS study-abroad program.
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C. Auditing
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Auditing is enrolling and paying to take a class for no credit. Because students will not get credit for any audited classes, this option should be viewed as a last resort. For example, I wanted to attend law classes at every major university in Los Angeles, but UCLA does not allow visiting students, although it allows auditing. I did not consider auditing the UCLA law course because, to me, auditing a course was not worth the trade-off. The time spent auditing an extra course, in addition to maintaining full-time status would offset the benefit of learning a unique subject area. On the other hand, a friend benefited from auditing a course at his home school because it was an inexpensive way to learn a subject of great interest to him.
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III. Nontraditional Programs
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If you are looking to enroll part-time, you should research different school’s part-time programs. Usually, part-time programs are offered in the evening, but some schools have part-time day programs if you are a certain type of student, such as a parent. Further, many third year law students want to finish their last year of law school taking evening classes on a part-time basis because they want to work part-time during the day. Thus, you may want to check if evening courses are available and if there is an evening program. My Patent Law class at Pepperdine was in the evening, but because there was not an official “Evening Program;” after class the school felt like a ghost town with everything closed except for the library. Another type of nontraditional program is a two-year law school program, such as one offered at SW. Although on-line courses might seem like a good way to obtain credit while working part-time, prospective students should note that ABA requirements prohibit law students from taking classes at on-line schools unless they are enrolled students of those on-line schools.
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IV. Location
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Four of the five law schools that I attended were located in major world cities: Los Angeles, Washington D.C., and Sydney. The fifth law school, Pepperdine, is in Malibu, one hour from downtown Los Angeles. You should absolutely consider whether you want to live in a metropolis, suburban, or rural area. Personally, I advise being in a city because you want to be close in proximity to the courthouse for externships, major law firms for associate positions, major legal organizations for internships and, of course, diversions from law school. Some of my friends who went to University of Georgia Law School in Athens, Georgia, an hour and a half from a major city, felt they graduated law school lacking the practical experience from clinics, externships and internships, which are readily available in a major city. One of my Pepperdine friends had an internship in downtown L.A. and complained about the one-hour drive each way. However, there are tradeoffs: while Pepperdine is an hour or more from downtown L.A., it is probably the most beautiful law school campus in the world, situated at the foothills of the Santa Monica mountain range, atop Malibu bluffs, looking out over the Pacific Ocean.
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V. Campus Size
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Another factor to consider is whether the law school is a part of a university with other schools and the law school’s proximity to the main campus. For example, UTS is a large, public university, in a major city, with the law school and other graduate and undergraduate schools located within walking distance. Pepperdine is a large, private university, outside a major city, with the law school located on the main campus. LLS and GULC are large law schools located in a major city, separate from the main campus and SW is a private law school in a major city without university affiliation.
Each type of campus has various advantages and disadvantages to consider. The positives of having a larger university within walking distance is that you reap the benefits of the main campus – health center, joint degree programs, larger food court, more people to meet, museums, auditoriums, events, and the like. The downsides include an inconveniently dispersed administrative support structure where you have to walk 20 minutes to the other side of campus to visit the International Studies Office. Thus, trying to complete administrative tasks can be inefficient when departments are in different buildings, not co-located within the law school. For example, to find the Pepperdine student ID card office, I felt like I was on a scavenger hunt around a campus that is so large it has a tram system. However, a Pepperdine employee told that if I had started at the beginning of the school year, I could have gotten one from a satellite office in the law school. SW had just two buildings to accomplish most tasks that could be taken care of at a large university.
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VI. Law School Facilities
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A. Technology
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Most law students are technologically savvy and have laptops, yet some schools have not installed desktop outlets or more convenient outlets. While someone told me Pepperdine has high-tech classrooms, my Patent Law class was technologically challenged. The classroom was located in the basement with no windows, limited outlets to plug in laptops and 70’s-looking chairs and tables. In LLS, SW and GULC, we had outlets on top of or attached to the desks and advanced audio and video capabilities in some of the classrooms. Pepperdine, however, gets an A+ for ease of use of its wireless connection. Guests and students have instant online access without needing a password. In contrast, the systems at LLS and SW were more complicated because they required entering a password each time one wanted to get online and necessitated several trips to Tech Support at each school to get my laptop working. GULC used a bizarre, hilarious password that you entered just once (which I am certainly not permitted to give out). I also thought that SW was technologically advanced because it had flat screen TVs broadcasting campus, local, national and international headlines above the elevators and in the rooftop cafeteria and modern stadium seating classrooms with close and convenient tabletop outlets. Finally, ample and state-of-the-art campus computers and copiers can make a difference when you and every other first‑year law student are rushing to print out copies of your brief for Moot Court.
B. The Law Library
Choosing a school based on the size of the law library or how many books it holds need not be a central consideration because other law school factors are more important. For example, the ABA requires each law school to have a large law library. Almost all research can now be done online and most class assignments do not require library research (Legal Research and Writing and certain Seminar classes being the exceptions).
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If you prefer to study in the library, then you should consider a school’s library rules and whether you would be comfortable in the environment. For example, while SW’s library was stunningly large and elegant, the rules prohibited food and beverages. For people who like to eat while they study, that rule may be aggravating. I also had SW friends who said that they studied at LLS because SW was too cold. My GULC friend told me that their library was enormous, but I never once had to use it. Library safety should also be a concern – ask if you can leave your laptop unattended. Pepperdine and Loyola were considered safe because people told me that it was okay to leave your laptop at your desk to go to the restroom. If you study long hours, you should also consider the hours of operation and convenience to a coffee shop and other nearby, extended-hour establishments. In addition, schools handle the free Westlaw and Lexis printouts differently, which are similar to the way drug companies would give physicians free samples (kickbacks). At SW, our research was organized for students by last name, whereas at Pepperdine, our printouts were disorganized and gone if not retrieved immediately.
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C. Fitness Centers
Everyone should exercise regularly - yes, even law students; so, I feel your school should have a gym. LLS is a satellite campus, with the main campus about 30-minutes away. Thus, Loyola Law School does not really have a gym because having to drive that far is too inconvenient. Some law schools with satellite campuses have their own gym. For example, Georgetown University Law Center’s gym, which is just for law students, was nicer than Pepperdine’s gym for the entire campus-wide student body. SW has a large gym with lots of new machines and equipment although it is not affiliated with a large university. I really enjoyed having a gym at SW because after exams, I could do a lot of cardio to release all of the adrenaline pumping through me (unlike some other students who wanted post-exam booze on campus).
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D. Parking
The parking situation is also something to consider. Many students complain about expensive and limited parking in major cities; but even in smaller cities, such as Malibu, parking can be limited and far from your destination. While Pepperdine’s law school had ample parking for students in the evening, when I had to drive around to other parts of the campus to accomplish administrative tasks or get tea and coffee, it was difficult to find parking. I did not have to worry about GULC’s parking because I did not have or need a car. Many LLS students complained about the parking situation because of the parking lot’s poor design, but I thought it was fine because I usually found nearby, free street parking.
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VI. Exams
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Every law student should know the importance of exams – virtually every class grade is determined by one single grade from your final exam. So, pay attention to the test taking rules and law school environments. My most enjoyable exam experience was at GULC because there was NO Examsoft. I hate Examsoft because my computer stopped working during one of my first year law school exams and Examsoft would not work. LLS, Pepperdine and SW all use Examsoft, but GULC trusted students and used a Microsoft Word template. At GULC, I took professional responsibility and was happy that our exam was open notes, book and Internet – anything was accessible, except specific knowledge from another on that particular exam question, so emailing and instant messaging were prohibited. Accordingly, GULC students gave me the impression that they were more relaxed and confident exam-takers. Regardless of the reason, the students I saw were more at ease than students at other law schools.
Examsoft is an aggravating software program that you have to download to take your exams. It prevents students from cheating by locking out the computer from the internet and other programs. It can freeze your computer and malfunction and when it does, the student is generally unable to type the exam and instead given a bluebook and forced to handwrite.
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VII. Reputation
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U.S. News & World Reports (2005 edition) ranks the top 200 law schools and the law schools that I attended ranged from top 15 to top 150. Many people despise the report and ranking system. However, while I am hesitant to admit it, I do feel that the rankings are somewhat indicative of how easy it will be to find a job, how much money you will make and how technologically advanced and ostentatious the law school’s facilities will be. Accordingly, I chose GULC over the other three major D.C. law schools – American University, Catholic University and George Washington, not only because GULC has the best reputation (and a relative went there), but because I knew that the quality of my education and experience would probably be better. I wanted to work and study in Washington, D.C. during the summer after my second year of law school, so I first obtained a job at the Federal Judicial Center as a Legal Researcher and then began to investigate the four, major D.C. schools. Ultimately I chose GULC because I believed it was probably the best D.C. school and the content of the course I wanted to take was not geared towards D.C. law (unlike George Washington’s class); rather, GULC’s class focused on the Model Rules, which would be more useful for my future practice in California.
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While reputation is an important consideration when selecting a course to take at another school, you also have the added advantage of choosing a good professor (rather than a boring or disorganized one). If you are considering studying at another school and do not know anyone, you could find students on Facebook and ask them about a professor whose course you are considering taking. I happened to have a friend from college at American University Law and was able to ask her about my GULC professor because the professor had also taught at American.
VIII. The Faculty
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The best law professors may not have joint degrees or Ph.Ds; rather, they deliver their lecture in an organized and engaging fashion. They provide practice test questions and answers and give helpful feedback. Visual aids, repetition, practical experience, and animation are a necessity, and comedy also helps. Two professors stand out as having all of the above. At GULC, Professor Stacy Ludwig provided practice exams and feedback and was very accessible outside of class. At SW, Professor Catherine Carpenter used photos in her PowerPoint presentation with the key points and rules. Despite both professors’ classes being either earlier later than what I would have preferred, I felt that they were both highly effective professors. Further, Professor Carpenter made the subject matter more rousing, even though I lacked interest in Criminal Law.
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When studying abroad, you should not only try to determine how renowned the professor is, but whether the program has professors who are citizens of the country in which you are studying. Indeed, choosing a study-abroad program with foreign professors is more important than considering a school based on its reputation and ranking. Why travel halfway around the world and spend thousands on travel expenses to be taught by an American professor? With narrow exceptions, such as the lack of English speaking professors in the host country, I can think of few reasons that merit being taught by an American professor when studying abroad, such as having a notable number of guest lecturers from the country.
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When I looked into study-abroad programs in Sydney, Australia, two were of interest to me. One was hosted by a top U.S. law school, University of North Carolina at one of the top schools in Australia, University of Sydney, and the other program was hosted by Santa Clara University at the University of Technology, Sydney by Australian professors. I chose the latter because I thought it was likelier that I would learn more about Aussie culture if my professors were Australian (and I wanted to try to pick up the Aussie accent). I will never forget when one of the Australian professors became upset because a fellow classmate was playing Sudoku for the second time. In the United States, where American law students frequently surf the internet or play computer games in class, I found it very refreshing that Australian law students demonstrated a greater respect for their professors and class material, such that our Australian professor was shocked by the behavior of several U.S. visiting students.
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IX. Career Services Centers
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You will have at least some access to the career service centers at the law schools that you attend as a visiting student or by studying abroad. Indeed, I was able to get numerous counseling sessions and advice from career services counselors at my home school and LLS, Pepperdine and GULC. If a SW counselor was not available, I could call GULC, LLS, or Pepperdine. For example, GULC was able to schedule phone sessions with me early in the morning when my west coast law schools were not open yet. LLS permitted me to meet with counselors but I could not participate in recruitment. As a part of my study-abroad experience, UTS and its host school, Santa Clara University, set up an informational session with a biotechnology firm in Australia that was looking to hire American law students. I considered moving to Australia and working for the firm.
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In addition, the career services counselors at all the L.A. schools were able to give me feedback on correspondence from prospective employers. Similar to a panel of three judges writing opinions on a case, I was able to get detailed feedback from three different institutional counselors. For example, I received different opinions from counselors about whether a thank you note following an interview could be handwritten or whether it always needed to be typed. The experience demonstrated to me that career advice, like any other, varies among schools and individuals. Indeed, sometimes I would get a dissenting and concurring opinion to what I believed to be the best communication to an interviewer. While this was initially frustrating, it helped me to place more trust in my own judgment.
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X. Competitiveness
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If you are competitive, selfish and cold, then you will find other people just like that wherever you go because I feel that you get what you project. While SW may be rumored to be one of the most competitive schools, I found it to have a supportive and friendly learning environment (with a little healthy competition during moot court, negotiation drills and other educational attorney simulations). Indeed, SW has a low attrition rate, which is under 15%. I really could not rate the competition level of the other schools that I attended because the student bodies all had a sense of camaraderie. Whenever I sought help at SW, GULC, LLS or Pepperdine, such as needing outlines or notes, people were willing to help. Although people bent over backwards when I was a visiting student and studying abroad because I was in an unfamiliar city, I truly feel that a smile, reciprocity and a friendly personality bring out fairness and teamwork in others.
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XI. Religious Practice in Law School
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If you are religious, consider choosing a school that at least has your community nearby. Some law schools have chapels directly on campus. GULC has a modest room in the basement. Pepperdine has a large, stunning chapel that is used for weddings. A religious presence on campus may be of interest as well, such as having a Jewish Law Students Association. Typically, these organizations have holiday events and meals with professors. Being a part of a religious organization can also assist with networking. I heard my Pepperdine classmate tell another that he was hired through someone he met at church. Indeed, Pepperdine, being a private, religious university, not only asks for an essay responding to its Christian Mission Statement, but also has many events sponsored by the Christian Law Society. For example, when talking with Pepperdine students about their plans for the weekend, several said that they were going to a Christian Law Society beach BBQ. I doubt I would have received an invitation to a beach BBQ by SW or LLS students.
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XII. End Note
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I want to thank all of the people at Southwestern for their support and approval of my unique educational experience. I love the experience that I had in law school and hope this article is helpful in advising students through this narration of my unique educational experience. I have been whole-heartedly interested in attending law school since my first semester in college. Thus, I was Vice President of the Pre-Law Club at Georgia State and Professional Development Chairperson of USC’s pre-law fraternity, Phi Alpha Delta. I also took Barbri’s week-long Law School Prep course and read many of the major pre‑law publications, which included various issues of US News and World Reports on the Best Grad Schools, the ABA Guide to Law Schools, Barron’s Guide to Law Schools, Law School Confidential, Planet Law School, Becoming Gentlemen, OneL and I regularly read pre-law Insider, Student Lawyer and other ABA publications. Finally, I admit, I come from a family of lawyers – both uncles and grandfathers and my father all went to law school and I am the first female to attend law school in my immediate family. Accordingly, I wrote this based on my law school knowledge and experience, which was enhanced by growing up in a family of lawyers.
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