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Thursday, January 17, 2019

Future of the German Automobile Industry in the United States

On Tuesday, December 4, 2018, Trump received executives from German car manufacturers, Daimler, BMW, and Volkswagen. The official reason for this meeting was to discuss investment opportunities in the United States. But the atmosphere of the meeting was determined by the ongoing U.S.-European trade tensions focused on automobile exports and the threat of tariffs.
Trump's protectionism policy envisages putting tariffs on European auto imports. For the automobile industry, the US market is very important. BMW has its biggest plant in the world in Spartanburg, South Carolina and Daimler and Volkswagen also have plants in the southern states. Vice versa, German car manufacturers are important for the US economy as nearly 50,000 Americans are employed in these plants. After Trump announced to impose tariffs on imported cars, BMW revealed that it was considering to open a second manufacturing plant in the United States to help offset the impact of tariffs. Volkswagen and Daimler are also open to new investment opportunities in the United States. Volkswagen is considering a partnership with Ford Motor Company to build VW vehicles at some of Ford's US factories. Daimler boss highlighted the importance of the tariffs' conditions for future investments. Therefore, this meeting is accompanied by the expectations of the executives to avoid the tariffs. After the meeting, Volkswagen chief Herbert Diess said: "We made a big step forward to avoid the tariffs". Also, Daimler chairman Dieter Zetsche revealed an optimistic stance about the meeting in having a positive impact on the tariffs.
While the CEO's of the three big German car manufacturers were optimistically discussing investment opportunities in the White House, German Chancellor Angela Merkel clarified that trade diplomacy questions are in the responsibility of the European Commission.

How the ongoing trade tensions and threat of tariffs will be resolved in the future is an open question left for the European Commission. German car manufacturers are looking optimistically into future investment opportunities in the United States but as long as the trade tensions between the European Union and the United States are not solved, the future of the German Automobile Industry in the United States remains unclear.

by: Samira Schakirova, Law Clerk at BHL LLP

Wednesday, January 09, 2019

Entrepreneurs: The Eccentric- Sometimes Cruel- Heroes of American Capitalism

What will happen, if Alan Greenspan writes a book
Yes, the legendary former Fed Chairman and the acclaimed writer and historian created with Adrian Wooldridge a book with the full, epic story of America's evolution from a small patchwork of threadbare colonies to the most powerful engine of wealth and innovation the world has ever seen. 

Capitalism is a system that is controlled by private investors. Presently, the Wealth in the world is more than what it was three centuries ago with the United States of America being the wealthiest country in the world. The United States is where it is today before of the unique dynamic of economic growth it passed through in the past two centuries. The heroes of this change are the entrepreneurs.

Greenspan and Wooldridge referred to them as eccentric at best, cruel and dangerous at their worst, and are very hard people to live with. The United States has now surpassed old world powers like Britain and France in innovation and wealth because its entrepreneurs and businessmen have efficiently used the country's education and infrastructure to massive improve all sectors of its economy.    
However, Greenspan and Wooldridge, believe that America is now in crisis and blame it on politicians, liberal intellectuals, and people that do not support capitalism.Places that support entrepreneurial capitalism have seen substantial growth, however, it is the conservative parts of America that do not want dynamism and economic growth.

@BridgehouseLaw will track this case and provide more updates. Did you read this book? Please share your thoughts about this book!

Friday, January 04, 2019

German Billionaire Invests in Drone- Defense Startup

Drones used to be devices that were rarely seen in the public, but nowadays, you can see them everywhere you go, mostly due to the fact that they are now quite cheap with many costing less than $50. Be it in the sports stadiums, airports, oil refineries, jails, and many others, drones have now become a part society.

However, because these drones can be easily used by anyone, it can be used to infringe on the privacy of others. You do not have to worry though as "Dedrone" a warning system made by a German-American maker of drone protection technology is here to alleviate any drone fear you might have.

Dedrone helps protect the airspace smart cities, airports, oil refineries, and others from menacing drones. It has a system that can accurately distinguish between drones, birds, and helicopters. It has already been used at Davos to protect VIPs while it can also be used to inspect construction sites. The popularity of this product as started to increase as Stefan Quandt, a BMW heir, through Aqton Private Equity bought 10.15 percent of Dedrone's share capital for an unknown sum.

Wednesday, January 02, 2019

Drones in the News

BridgehouseLaw has been publishing articles about drones, and security questions numerous time.
Just in the past couple of weeks, the little flyers made the news twice.
First, right before Christmas, Gatewick Airport in Londonshut down and grounded flights because of alleged drone sightings. The police is investigating 67 reports of drone sightings between December 19 and December 21, 2018.
For about 36 hours the travel plans of approximately 150,000 passengers were put on ice. The incidents poses questions about airport and flight security.
At New Year's Eve in New York, a police drone was supposed to keep an eye on the celebrations in Time Square. But, due to the rain, that drone was grounded.
BridgehouseLaw will keep an eye out for drones in the sky and the news.

Friday, December 07, 2018

Lessons Learned from Celebrity Death: Stan Lee

Stan Lee, the co-creator of superheroes like Spiderman, Iron Man, and the X-Men, passed away on November 12, 2018.

Mr. Lee reportedly left and estate valued at more than $50 million.  Prior to Mr. Lee’s death, reports also circulated of possible elder abuse, from Mr. Lee’s 67-year-old daughter spending $20,000 to $40,000 a month on credit cards and demanding changes to a trust set up for her benefit, to caregivers using their position of trust to gain access to Mr. Lee’s money.

Celebrity deaths can shed light on important estate planning lessons. Mr. Lee lived to be 95. Increasing numbers of people are also living into their 80s, 90s and 100s, yet many elders may not have the mental or physical faculties to manage their financial affairs during these later years. Even for those who do not have to worry about family fights or estate taxes, estate plans can still serve a valuable purpose in avoiding probate and ensuring privacy.

Additionally, estate planning frequently focuses on the details of wealth distribution upon death but not other vital considerations, such as aging and late-life planning.  Fortunately, however, prudent individuals can take steps to plan ahead, such as:
  • Consider drafting a healthcare power of attorney or advance health directive.  Very rarely can families and loved ones predict incapacity. However, putting protections in writing can provide family members and health care professionals with valuable guidance and clarity regarding your wishes in the event of mental or physical incapacity.
  • Consolidate financial accounts.  Shifting assets into fewer accounts can simplify a loved one's balance sheet that and make finances easier to manage.
  • Consider a revocable living trust.  Wills protect individuals only after they have passed away, not while they are alive.  Individuals who put assets into a revocable living trust during their lifetime can gain valuable financial assistance as one ages.
  • Choose Qualified Trustees.   Prior to Mr. Lee’s death, Mr. Lee and his attorney filed a declaration in a Los Angeles court stating that certain caregivers and acquaintances were attempting to “gain control over [Mr. Lee’s] assets, property and money.”  Clients are frequently inclined to choose those closest to them as trustees, but that is often not the best approach. Even if the designated person is honest and reliable, the duties of a trustee are complex and demanding. Professional advisors or even institutional trustees are often a better alternative, especially for high-net-worth individuals.
  • Remember to Update Your Estate Plan.  An estate plan is a living document and should be frequently reviewed and updated.  Consider revisiting estate plans after major life changes, such as marriage, divorce, having a child, buying property, or even on birthdays ending in 0 or 5.
by Angela Schulz | Associate Attorney at BridgehouseLaw LLP

Monday, December 03, 2018

“Click Here to Accept” a Non-Competition Agreement?

If you have a smartphone or most any electronic device, you have likely seen a window containing a long list of terms and conditions appear with an instruction to click “I AGREE” in order to download the necessary software.  But how many of you have actually read all of those terms and conditions before clicking to accept?

These electronic interactions can form an enforceable contract, and are commonly referred to as “Clickwrap Agreements.”  While Clickwrap Agreements are extremely common for technology downloads, more and more companies are using web-based agreements with their employees as part of the onboarding process for new hires, or during the regular course of employment (e.g., issuing Company Handbooks, updates, or Bonus Offers and Stock Awards).  But suppose the Company Clickwrap contains new restrictions for the employees to follow, such as a covenant not to compete or a non-solicitation clause – are these rules enforceable?

Recent U.S. court decisions appear to say YES.

In ADP, LLC v. Lynch (3rd Cir. Feb. 2017), the payroll processing company ADP offered several of their employees an incentive stock award, which was accessible through an ADP-webpage. The webpage stated, “You must select the checkbox to indicate you have read all associated documents before you can proceed,” and provided a checkbox next to the statement, “I have read all the documents below.” Next to the checkbox was a hyperlink to access a PDF document which included (1) a stock award program, (2) stock award agreement, and (3) a non-competition restriction. The employees were offered 90 days to review the terms, and were informed in writing that acceptance of the stock award was conditioned on their agreement to 12-month non-competition and non-solicitation restrictions.

Two employees of ADP later resigned from their jobs, went to work for a competing payroll company, and began soliciting current and prospective customers of ADP. ADP then sued the 2 former employees for improper solicitation and for breaching non-competition restrictions they previously accepted in exchange for incentive stock awards.   The former employees argued the clickwrap was invalid and not enforceable, and that ADP had secretly inserted the non-competition restrictions into the stock award programs without providing sufficient notice.  The former employees confirmed they did not recall reading the non-competition clause.

The court determined the non-competition and non-solicitation clauses were indeed part of enforceable clickwrap agreements, and the former employees were provided with adequate notice of all relevant terms.  The facts in the case also mentioned after the employees clicked the “I have read” box, they also clicked the “Accept Grant” button and then entered their personal passwords. The court determined these affirmative acts were enough to provide reasonable and sufficient notice to the employees.

When they are properly structured, many US courts are inclined to enforce clickwrap agreements in the employment context.  If you are interested to use Clickwrap to set terms for employment restrictions, consider the following:

-       Provide clear notice, make it prominent to the reader
-       Disclose the document contains a non-competition clause or other similar restriction
-       Allow employees a reasonable amount of time to consider the offer (24 hours is likely too short, but 30 days would likely be reasonable)
-       Require the employee to clearly indicate his/her affirmation by clicking a box labeled, “I have read and agree to accept the terms of [DOCUMENT TITLE],” before the employee can proceed to the next step
-       Provide a full electronic copy of the documents to the employee

Going forward, we anticipate more companies will seek to use electronic documents with their workforce, and we expect more terms will be included, such as arbitration agreements, Non-Disclosure Agreement (NDAs), confidentiality restrictions, etc.

This article is intended to provide an overview of practical insights and interesting developments of US legal matters. It is not intended to provide and should not be construed as providing legal advice. Each situation is unique, including the governing local, state or federal law. Please contact an attorney at BridgehouseLaw LLP to address your specific needs or concerns.

Friday, November 23, 2018

Congress Passes Legislation Standing Up Cybersecurity Agency in DHS

On November 16, 2018, President Trump signed into law a bill that authorizes the reorganization of the US Department of Homeland Security's National Protection and Programs Directorate (NPPD) into a new cybersecurity agency, the Cybersecurity and Infrastructure Security Agency (CISA). 

The new federal agency operating within the Department of Homeland Security (DHS) will have a Cybersecurity Division, an Infrastructure Security Division, and an Emergency Communications Division.  The NPPD will benefit from an increased budget, streamlined operations, and improvements in the agency’s ability to recruit top cybersecurity talent. Christopher Krebs, the current NPPD Undersecretary, will head up CISA.

The move to transform the NPPD into a separate, operational cybersecurity agency comes amid growing threats to critical US infrastructure and industries from various nation-state adversaries and increasingly sophisticated cybercrime groups.  Still, some cybersecurity analysts question whether reorganizing the NPPD into a new agency will make much of a difference in the US's ability to address its cybersecurity concerns.  Cybersecurity increasingly is an integral concern for consumers, businesses, and non-federal assets.  However, the DHS’s primary focus of addressing cyber crime remains on the federal government, not the epidemic problems that private citizens and businesses also face.

The CISA Act (H.R. 3359) was initially proposed last year, passed in the Senate in October, and passed the House earlier in November.

by Angela Schulz | Associate Attorney at BridgehouseLaw LLP