Law Office of Justin R. Davis, PLLC Experienced Representation For Arizona's Businesses 2026-10-24T19:43:12Z https://www.justinrdavislaw.com/feed/atom/ WordPress /wp-content/uploads/sites/1302050/2020/02/cropped-site-identity-32x32.jpg On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[Can you protect your business name without a trademark?]]> https://www.justinrdavislaw.com/?p=49757 2026-10-24T19:43:12Z 2026-10-24T19:43:12Z When can you legally challenge the use of the name? A business in Arizona may have legal rights to its name even without a federal trademark registration. These rights can develop through using the name in business and building a reputation around it. If customers already associate the name with your company, that history may help support your claim. Using a name first does not automatically guarantee exclusive rights in every situation. The scope of any protection may depend on factors such as where the business operates, the products or services it provides, and whether consumers are likely to confuse it with another company. Federal trademark registration can provide additional legal protections, but it is not the only way to establish rights in a business name. If another company starts using a name that is confusingly similar to yours, you may have grounds to challenge it. Depending on the circumstances, this could involve trademark infringement or an unfair competition tort. Records showing when you first used the name, such as invoices, advertisements and other business documents, can help establish your claim. If another business is using your name, understanding your rights early on can help you make informed decisions about protecting your brand. Speaking with an experienced legal professional can help to clarify your options and determine the most appropriate next steps to protect your business.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[Can a seller back out of a home sale after accepting an offer?]]> https://www.justinrdavislaw.com/?p=49754 2026-10-14T01:05:03Z 2026-10-14T01:05:03Z Selling a home is a major decision, but sometimes, the process may not go as expected. Even after an offer is accepted, questions or concerns can come up before the sale is finalized. A seller might have a change of heart, receive another offer or run into an unexpected problem. But once a buyer and seller have agreed to the terms of a sale, backing out is not as simple as just walking away.

When can a seller legally back out?

Signing a binding purchase agreement generally means a seller is expected to follow through with the sale. Simply changing their mind or receiving a higher offer from another buyer typically is not enough to walk away from the deal. A seller who backs out of the agreement without justification could be held responsible for failing to meet their contractual obligations. If a seller refuses to close without a valid legal reason, the buyer may be able to take legal action for breach of contract. Depending on the circumstances, the buyer may be able to seek compensation for financial losses or ask a court to require the seller to complete the sale. This is known as specific performance, although whether a court will grant this remedy depends on the case. For buyers, a seller backing out can mean losing time, facing additional expenses or having to start the home search over again. Keeping a copy of the signed purchase agreement and documenting communications with the seller can help if a dispute arises. Before taking action, buyers should review the contract carefully and understand their options. A disagreement over a home sale can quickly become stressful and expensive, especially when both parties have already made plans around the transaction. If a seller refuses to move forward, getting guidance from a qualified legal professional can help clarify the situation and determine the best way to protect your interests.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[What happens to contracts when you sell a business?]]> https://www.justinrdavislaw.com/?p=49752 2026-10-07T15:25:06Z 2026-10-07T15:25:06Z Some contracts may transfer to the new owner Some agreements can transfer to the buyer as part of the sale, allowing the business to continue existing relationships without starting over. Your purchase agreement should identify which contracts the buyer will assume. Review each agreement rather than assuming every contract automatically follows the business.

Some contracts may require the other party's consent

Some agreements require approval from the other party before you can transfer them to the buyer. Look for language that restricts assignment or requires consent when ownership changes. For contracts involving the sale of goods, Arizona law allows assignment of rights. The transfer generally cannot materially change the other party's obligations, increase its burden or risk or reduce its chance of receiving expected performance.

Some contracts may remain under your name

Some obligations may stay with you even after the buyer takes over the business. The sale agreement may exclude certain agreements, or an obligation may relate personally to you rather than to the business. For example, you might have personally guaranteed a debt or signed an agreement that does not transfer with the business. Identify those obligations before closing so you know what remains your responsibility.

Some contracts may end after the sale

Some agreements may end because the sale triggers a termination or change-of-control provision. A contract might give one party the right to terminate when ownership changes, which could affect a relationship the buyer expects to receive. Review these terms early so you can address an agreement that could end before the buyer takes over. If an important contract will not continue, account for that issue in the transaction rather than discovering it after closing.

Make sure your contracts are addressed before closing

Selling a business can affect each agreement differently: some may transfer, some may require consent, some may remain with you and others may end. Review your contracts before closing and match their treatment with the sale documents. An attorney can help you identify transfer restrictions and continuing obligations before you sign.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[What happens when a seller refuses to leave after closing?]]> https://www.justinrdavislaw.com/?p=49750 2026-09-29T02:28:34Z 2026-09-29T02:28:34Z Buying a home can be an exciting milestone, often marking the beginning of a new chapter for a buyer and their loved ones. After months of searching, negotiating and preparing for the move, buyers can finally look forward to settling into their new property. However, in some situations, the transition might not go as planned. Sometimes, a seller may refuse to leave the home after closing, creating new and unexpected challenges for the new owner.

When the seller remains after the sale is complete

After the sale of a property, the closing process generally involves transferring the property to the new owner. However, the seller may not always move out immediately. In some transactions, both parties may agree to a delayed move-out through a written possession agreement, which allows the seller to remain in the home for a specified period after closing. In other situations, a seller may remain in the property without an agreement allowing them to do so. In these situations, the buyer becomes an unintentional landlord and the occupying seller becomes a tenant. Depending on the circumstances, the buyer may need to take legal steps to have the seller removed. When a seller refuses to leave, the buyer may need to pursue the formal eviction process, which can take time. Depending on the circumstances, this may involve providing written notice and filing a forcible detainer action. Buyers should avoid attempting to remove the seller themselves, changing the locks or disposing of the seller's belongings without following the proper legal process. When a seller's delayed move-out interferes with a buyer's plans, the situation can quickly become stressful and expensive. Reviewing the purchase contract, documenting communications and understanding the available legal options can help protect the buyer's rights. Consulting a qualified legal professional can help buyers address possession disputes and determine the appropriate next steps.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[Can you sue years after an Arizona building has been built?]]> https://www.justinrdavislaw.com/?p=49644 2026-09-16T13:41:24Z 2026-09-16T13:41:24Z How long do you have to file a claim? Arizona imposes an eight-year statute of repose on contract-based claims involving the design or construction of improvements to real property. The period begins when a building is substantially completed, not necessarily when its owner discovers the problem. Substantial completion may occur when the owner first uses the space, when it becomes available for its intended use or when it passes the required final inspection, whichever happens first. A narrow extension applies when property damage occurs during the eighth year or a hidden defect is first discovered during that year. In that situation, an owner may receive one year to bring a claim. Even with this exception, the lawsuit cannot be filed more than nine years after substantial completion. A shorter limitation period may apply depending on the legal theory involved.

What problems may support a construction claim?

A building does not need to collapse before a defect becomes legally significant. Warning signs may include:
  • Foundation movement or substantial cracking
  • Uneven floors and misaligned walls
  • Rooflines, columns or framing that are not straight
  • Doors and windows that repeatedly stick
  • Water intrusion caused by defective grading
  • Construction that differs from approved plans
An engineer can determine whether the problem resulted from poor workmanship, defective design, unsuitable materials or normal settling. Property owners should act as soon as structural concerns appear. Working with a construction-defect legal team can help identify the correct deadline, arrange an independent inspection and determine which parties may be responsible.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[Should your business partner be similar to you?]]> https://www.justinrdavislaw.com/?p=49643 2026-08-27T15:17:09Z 2026-08-27T15:17:09Z It is certainly tempting to look for a business partner who is similar to you. If you are networking and trying to decide who to partner with, you will naturally feel like someone who is similar is a good fit. The two of you will get along and see things the same way. While some of these similar traits can be important, it is wise to look for someone who has different skills and traits than you do. The two of you need to be similar enough to get along, but it is often best if you bring different abilities to the business. This can make your business stronger.  A person who is good at product design, for example, will likely get more assistance from a business partner who is good at networking and sales, as they take that design to market.

The division of power and labor

Additionally, finding a business partner who is different from you naturally helps you divide power within the business. It will be clear how the division of labor needs to be split up and what roles and responsibilities you should each have. Both people can focus on the areas where they thrive. In addition to helping your new business, taking this approach can also reduce the odds of business partner disputes and conflicts. When two people have the same focus or the same abilities, they often want to make similar decisions. There can be too much overlap between their roles. But when there is a greater level of division, each person knows what is expected of them, and they work together for the success of the company. Whether you are drafting a business partner agreement or navigating a potential dispute, it is important to understand what legal steps to take.  ]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[Before you sign: the importance of due diligence]]> https://www.justinrdavislaw.com/?p=49641 2026-08-13T17:54:15Z 2026-08-13T17:54:15Z Whether you’re buying a business, investing in commercial real estate or acquiring another company, signing a contract can mean a significant financial commitment. Once that agreement is signed, it may be difficult to undo the transaction. That is why due diligence matters. It’s crucial you understand what you are agreeing to, what you are purchasing and what risks you may be taking on.

What should due diligence cover?

A business or investment may look good on paper, but problems can remain hidden unless there is a careful review. Due diligence allows you to identify problems and determine whether you want to move forward with the transaction. Every transaction has its own unique set of circumstances; however, several areas commonly deserve close attention.
  • Financial records: Financial due diligence can help determine whether a business is performing as represented. Reviewing financial statements, tax returns, cash flow, outstanding loans and other records may reveal financial obligations that weren’t apparent initially.
  • Contract and legal obligations: Contracts can create obligations that continue after a transaction closes. For example, a commercial lease may contain restrictions that could affect the business’ future operations. 
  • Liabilities and litigation: A buyer needs to know about existing or potential liabilities before completing a transaction. Discovering a legal dispute before signing may allow both parties to address the issue or reconsider the deal as a whole.
  • Business operations: Financial statements only tell part of the story. Due diligence involves seeing how the business actually operates. Does the business depend heavily on one supplier or customer? Is it using outdated equipment or technology? These issues can affect the value of the business.
  • Licenses and regulatory compliance: Businesses are often subject to a variety of federal, state and local requirements depending on their industry and location. Buyers should determine whether the business has the required licenses and permits and is complying with applicable regulations.
One of the biggest mistakes a buyer can make is treating due diligence as an afterthought. Signing first and investigating later can leave you with limited options if you discover a problem.  It’s essential to work with someone who can help you determine what should be investigated and identify legal issues that may not be obvious at first glance. Making an informed decision protects your interests before the deal is done.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[Why intellectual property can increase your company’s value]]> https://www.justinrdavislaw.com/?p=49640 2026-08-09T01:34:12Z 2026-08-09T01:34:12Z IP is a business asset Unlike physical assets that depreciate over time, IP can appreciate as a business grows. For example, a well-known trademark becomes more valuable as more people recognize and trust the brand. These assets often generate revenue long after they are created, which makes them an integral part of a company’s overall worth. For companies looking for an influx of capital, their IP can attract investors who look beyond current revenue when evaluating a business. Companies with protected IP may appear more attractive because they possess assets that competitors can’t easily duplicate. By protecting its IP, companies demonstrate:
  • Innovation
  • Long-term growth potential
  • Opportunities for licensing or expansion
A strong IP portfolio may increase investor confidence by showing that the business understands its IP’s value and has taken steps to protect it. When business owners prepare to sell their companies, buyers typically evaluate more than financial statements. IP is often a key part of the due diligence process. The buyers will want to confirm that the company actually owns its IP and that these assets are properly protected. Businesses that proactively protect their IP are often in a stronger position to address infringement and ownership disputes. Clear documentation of ownership, registrations and carefully drafted agreements with employees and contractors can help minimize disagreements over who owns valuable business assets. Many business owners focus on generating revenue while overlooking the assets that make their companies unique. IP often represents years of creativity, innovation, customer trust and competitive advantage. Protecting IP can increase your company’s value and create greater opportunities for long-term success.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[What should you include in a buy-sell agreement?]]> https://www.justinrdavislaw.com/?p=49639 2026-07-28T16:25:48Z 2026-07-28T16:25:48Z Details of ownership changes Your buy-sell agreement should first explain why ownership may change. Common reasons include:
  • Retirement
  • Death
  • Disability
  • Divorce
  • A voluntary sale
Specifying these situations in advance helps everyone understand when the agreement applies and what happens next. Instead of negotiating the process after an unexpected change, you can rely on the terms you already established.

How the business is valued

Your agreement should also explain how the ownership interest will be valued if a transfer takes place. Some businesses use a formula, while others rely on an independent appraisal to determine a fair price. Whichever method you choose, it should reflect the current value of your business. Reviewing the valuation approach periodically can help prevent disagreements if ownership changes years after the agreement was first signed.

Purchase and payment terms

The agreement should also spell out who can purchase the ownership interest and how the parties will complete the transaction. For example, it may give the remaining owners, the business itself or another designated party the right to buy the departing owner's share. It should also explain whether the buyer will pay a lump sum, make installment payments or use another funding arrangement. Establishing these terms in advance can help reduce delays and uncertainty when it's time to complete the transfer.

Keep your agreement ready for the future

A buy-sell agreement should grow alongside your business. If you add owners, expand operations or make other significant changes, reviewing the agreement with your attorney can help ensure it still reflects how your company operates today. That preparation can help you avoid unnecessary disputes and make future ownership transitions more manageable.]]> On Behalf of Law Offices of Justin R. Davis, PLLC <![CDATA[How can Arizona developers resolve construction liens?]]> https://www.justinrdavislaw.com/?p=49638 2026-07-24T18:11:56Z 2026-07-24T18:11:56Z Start by checking whether the filing is still enforceable A recorded lien does not remain valid automatically. A developer often starts by checking whether the claimant had the right to file a claim for the labor or materials at issue. Comparing the recorded document against the contract, payment history and project timeline may show whether the filing overstated the amount, lacked proper support or missed another required step.

Can payment or bonding remove the lien from the project path?

Some recorded liens grow out of disputes over billing, change orders, delay claims or whether the work was completed. In that situation, the fastest solution may be to review the unpaid amount, compare it to the work performed and negotiate a written release once the parties settle the dispute. If the project cannot wait, Arizona law may also allow a surety bond that removes the encumbrance from the real property and shifts the dispute to other security. That step may let financing, construction or leasing continue while the parties keep addressing the payment issue. These disputes can also affect project financing and title issues before the development reaches its next stage.

A court challenge may resolve a defective filing

A developer may have grounds to challenge a lien that misstated the amount, named the wrong party, missed a required notice or was not enforced on time. The best response does not always depend just on the amount in dispute. It may depend on whether the claimant followed the statutory steps that allow the filing to remain attached to the property. A defective filing that stays in place too long may also affect a loan closing, a sale or the timing of the next construction draw. A construction law attorney can help evaluate whether the filing is defective and which response best protects the project.]]>