Jacobsen Law Firm, P.A.Jacobsen Law Firm, P.A.2026-10-30T18:22:05Zhttps://www.jacobsen-law.com/feed/atom/WordPress/wp-content/uploads/sites/1304119/2025/05/cropped-Jacobsen_Law_Firm_site_icon_D-32x32.pngOn Behalf of Jacobsen Law Firm, P.A.<![CDATA[Who pays when a Minnesota construction project goes over budget?]]>https://www.jacobsen-law.com/?p=483152026-10-29T13:51:24Z2026-10-29T13:51:24ZHow does your contract affect who pays?
Construction contracts divide financial responsibility differently. Three common arrangements include:
Fixed-price contracts: You generally absorb cost increases within the agreed scope unless the contract allows additional charges.
Cost-plus contracts: Your customer pays eligible project costs plus an agreed fee, which may be fixed or percentage-based. Some agreements set a maximum price.
Time-and-materials contracts: You charge for labor and materials based on agreed rates, although spending limits may apply.
An estimate does not always guarantee the final price. A price escalation clause may allow you to adjust charges when material costs rise, depending on the agreed terms.
When can you charge for additional work?
Suppose your customer requests upgraded materials or you discover hidden damage that requires additional work. A change order can document the new scope, costs and approval.
For residential projects, Minnesota law requires licensed contractors to put covered agreements, including change orders, in writing. Both parties must sign and date these documents, which must describe the work, materials and price or how it will be calculated. The agreements must also include or reference written performance guidelines.
Commercial construction agreements follow different requirements, making their specific contract terms especially important.
What if your customer disputes the extra charges?
A disagreement may arise when your customer refuses to pay for work they claim was never authorized. Your original contract, change orders, invoices and project communications can help establish what both parties agreed to.
Address disputed costs before they affect your business
You are not automatically responsible for every cost increase, but your customer does not necessarily owe every additional charge. When payment terms are unclear, an attorney can review your contract and change orders, assess disputed charges and explain your options for resolving the disagreement.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[Jacobsen Law Firm Welcomes Attorney Kathryn M. Burbank]]>https://www.jacobsen-law.com/?p=483122026-10-16T21:38:29Z2026-10-16T21:37:49ZAbout Jacobsen Law Firm
Jacobsen Law Firm, P.A., is a community-based law firm in Northfield, Minnesota, serving individuals, families, and business owners. Its practice includes estates and trusts, business law, real estate, civil litigation, and criminal law, with an emphasis on practical advice and personal attention.
Our firm’s success is the result of our wonderful clients, neighbors, and other professionals in our community who provide referrals. On behalf of all of us at Jacobsen Law Firm, P.A., thank you for your continued support! We cannot wait to embark on our firm’s next chapter with you.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[What happens when business owners reach a deadlock?]]>https://www.jacobsen-law.com/?p=482692026-09-30T16:19:25Z2026-09-30T16:19:25ZYou and your co-owner built the company together. Then a major decision comes up. Maybe the company needs to take on debt, hire a manager or buy property, but neither of you will budge. If each owner has equal voting power, the business may be unable to act. A deadlock can become more than a personal conflict once daily operations start to suffer.
Deadlock can stall important decisions
A business deadlock happens when the people in charge cannot get enough votes to make a decision. It often occurs in companies with two equal owners, though other ownership structures can face the same problem. A stalemate may delay budgets, contracts, distributions or major purchases. It can also strain ties with employees, lenders and customers when the owners cannot give clear direction.
Governing documents can provide a way forward
Before assuming the company must close, review its governing documents. An operating agreement, bylaws or shareholder agreement may spell out ways to resolve an ownership dispute. Those terms may call for a tie-breaking vote, mediation or a buy-sell process. Clear rules can help the owners address the conflict without stopping the business.
Minnesota law offers different remedies by entity
The legal options depend partly on the business structure. For a Minnesota corporation, state law permits court intervention when directors are deadlocked and shareholders cannot break the tie. A court may grant another form of relief or, in some cases, dissolve the corporation.Limited liability companies follow a different rule. A member may ask a court to dissolve an LLC when it is no longer reasonably practicable to run the company under its articles and operating agreement. In other words, disagreement alone does not always meet that standard.
A buyout may preserve the business
Closing the company is not always the only option. Minnesota law gives courts other remedies that may let one owner leave while the business continues. In some corporate disputes, a court can order a shareholder to sell their shares if the case meets the legal requirements. Minnesota LLC law also permits alternatives in certain cases involving illegal, fraudulent or oppressive conduct. One possible remedy is the sale of a member's interest for fair value.
Early attention can keep options open
Deadlocks rarely get easier when owners ignore them. Reviewing voting rights, governing documents and exit terms early can show whether the dispute has a contract-based solution or may need court action. The goal is not always to save the ownership relationship. Sometimes the better question is whether the business can keep operating while the owners find a workable way to separate.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[What should a small business include in an employee handbook?]]>https://www.jacobsen-law.com/?p=482442026-08-28T14:36:00Z2026-08-28T14:36:00ZWorkplace rules and expectations
Start with the basic rules employees need to follow at work. These can include:
Work schedules, attendance and punctuality
Dress and workplace conduct
Use of company property
Employee responsibilities and general workplace standards
Keep these rules specific enough to guide employees while allowing room for reasonable management decisions.
Pay, timekeeping and leave policies
Employees should know how you handle pay, timekeeping and leave from the outset. Depending on your business, this may cover pay schedules, recording work hours, overtime, vacation or PTO, holidays and other types of leave.
Minnesota employers must also provide earned sick and safe time to eligible employees. If you provide an employee handbook, Minnesota law requires you to include the required ESST notice in it.
Anti-harassment and discrimination policies
Address unlawful discrimination and harassment by explaining both your workplace standards and how employees can report concerns.
Your policies should reflect applicable federal requirements enforced by the U.S. Equal Employment Opportunity Commission (EEOC), as well as Minnesota requirements. They should also explain how employees can raise complaints and make clear that you will not tolerate retaliation against someone who makes a good-faith complaint.
Confidentiality and technology policies
Set reasonable boundaries around confidential business information and workplace technology. Consider addressing:
Company computers, email and internet use
Confidential business and customer information
Social media
Protection of company records
Tailor these rules to the technology and information your employees actually use.
Performance and disciplinary policies
Employees should understand what you expect from them and how you may respond when those expectations are not met. If you use progressive discipline, describe the general process without promising that you will follow the same steps in every situation.
Handbook disclaimers and acknowledgments
Your handbook should state that it does not create an employment contract and should include appropriate at-will employment language if applicable. You should also have employees sign an acknowledgment confirming that they received and reviewed the handbook.
Build a handbook that works for your business
A handbook works best when it reflects both current law and your actual workplace practices. Reviewing your policies with an attorney can help you identify outdated language, conflicting provisions or requirements you may have overlooked before they create problems.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[4 documents to review before buying commercial property]]>https://www.jacobsen-law.com/?p=482302026-07-21T16:44:33Z2026-07-21T16:44:33ZPurchase agreement
This is the roadmap for the transaction, so it should clearly explain what both sides have agreed to. The purchase agreement outlines the price, important deadlines, contingencies, what is included in the sale and each party's responsibilities. Understanding these terms early can help you avoid disputes over repairs, closing costs or other obligations later.
Title documents
Review these documents carefully because they can reveal legal issues before they become costly problems. Look for:
Liens that could affect the property's ownership
Easements that may limit how you use the land
Deed restrictions that could affect future renovations or expansion
Other claims that could make it harder to sell the property
In Minnesota, a title examination usually takes place before closing, giving you an opportunity to identify concerns before the property changes hands. Depending on the issues you identify, you may be able to resolve them before closing, negotiate with the seller or decide whether to proceed with the transaction.
Survey and property records
These define the property's legal boundaries and physical features that may not be obvious during a walkthrough. Property surveys and related records can identify:
Boundary lines
Shared driveways
Encroachments
Utility easements
If you plan to expand the building, add parking or install new features, you can use this information to spot limits before they become expensive surprises.
Existing leases and operating agreements
Existing agreements can affect your responsibilities from the day you take over the property. Leases explain each occupant's rights and responsibilities. Operating agreements may cover shared parking, maintenance duties or common areas. Knowing these terms in advance can help you avoid unexpected obligations and protect existing business relationships.
Build your investment on a stronger foundation
Taking time to review these records now can help you avoid unexpected legal or financial issues that could have otherwise been resolved before finalizing the transaction.
If you have questions about any part of the transaction or are unsure what a document means, seek legal assistance early. An attorney can explain your options, point out potential risks and help you resolve concerns before you close the deal.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[Who should own the commercial property: you or your LLC?]]>https://www.jacobsen-law.com/?p=482292026-06-30T16:22:17Z2026-06-30T16:22:17ZYour liability exposure
Buying commercial property through your business may help protect what you own personally if legal or financial issues arise. In Minnesota, many business owners choose to own commercial property through an LLC to separate their personal assets from company obligations.
That does not mean it is the right fit for everyone. The level of protection depends on how it is organized and whether you want to keep your personal and business affairs separate. Because every purchase is different, it is important to understand how owning the property personally or through your business could affect your level of risk.
Your financing and business goals
The right ownership structure should fit the way you plan to use the property. For example, you may occupy the building yourself, lease part of it to another business or hold it as a long-term investment. Your financing options can also vary depending on whether you or your business will own the property.
Thinking through these practical issues before closing can help you avoid changes that may be more difficult or costly to make later.
Your long-term plans
Your ownership decision should support where you want your business to go, not just where it is today. If you expect to bring on partners, grow your operations or eventually sell the business, the way you hold title could affect those future plans. Looking ahead now can make those transitions easier when the time comes.
Build a strong foundation for your investment
Choosing how to own commercial property is more than a paperwork decision. It is an opportunity to protect your investment and position your business for the future. Before you close on a purchase, consider speaking with an attorney who can evaluate your goals and help you choose an ownership structure that fits your needs.
]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[Got a side gig in construction? You may have legal obligations]]>https://www.jacobsen-law.com/?p=482272026-06-05T21:29:45Z2026-06-05T21:29:45ZWhen does a side hustle become a business?
Many construction businesses begin with a few small projects. Certain activities can indicate that your side hustle has developed into an ongoing business operation. Common examples include:
Advertising services to potential customers
Accepting paid projects on a regular basis
Entering agreements with clients
Purchasing equipment for business use
Hiring workers or subcontractors
Maintaining a separate business account
These activities can create responsibilities that do not apply when you simply help a friend or family member with a one-time project.
Common legal obligations
If your side hustle generates regular income, you may encounter a range of legal and financial obligations. Some of the most common include:
The specific requirements can vary based on the type of work you perform, where you operate and whether you hire workers. Remodeling contractors, landscapers and excavation companies may each face different requirements.
The risks of operating informally
Informal business arrangements can create problems when disagreements arise. A customer may claim that your work did not meet expectations. A dispute may develop over payment terms. Property damage or a workplace injury can also lead to financial losses.
If you operate without formal agreements, business records or appropriate insurance coverage, resolving those issues may become more difficult. Depending on the circumstances, the effects can extend beyond the business itself.
How business risks can become personal risks
Many side-hustle construction businesses begin through personal connections. You may work for friends, neighbors or referrals from people you know. That informal approach can work well until a disagreement or unexpected event occurs.
Once you begin taking on regular projects for paying customers, questions about contracts, insurance and business structure can take on greater importance. What begins as weekend work can carry many of the same responsibilities that apply to larger construction businesses.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[Can a handshake deal hurt your Minnesota business?]]>https://www.jacobsen-law.com/?p=482252026-05-12T07:51:39Z2026-05-12T07:51:39ZVerbal agreements can create proof problems
Minnesota may recognize oral agreements in many situations. The harder question is not always whether a deal existed. It is whether you can prove the terms clearly enough to enforce them.
A written contract gives both sides a record of the agreement. Without one, a business owner may have to rely on emails, text messages, invoices, payment records and witness statements. Those records may help, but they may not answer key questions such as price, timing, scope of work, cancellation rights or who pays when something goes wrong.
That is why business agreements should usually address the details before work begins, not after the relationship becomes tense.
Some agreements need writing
Certain contracts create bigger risks when the parties rely only on a conversation. Minnesota’s statute of frauds requires a signed written agreement for certain promises, including agreements that cannot be performed within one year and collateral promises to cover another person’s debt, default or doings and certain real estate agreements.
State law also incorporates the Uniform Commercial Code (UCC), which has special writing rules for sales of goods priced at $500 or more. A record can sometimes satisfy the rule even if it does not include every term, but the agreement generally cannot extend beyond the quantity shown in the writing.
For small businesses, these rules can matter in everyday situations, such as:
Multi-year service agreements
Large material orders
Personal guarantees
Commercial lease or real estate transactions
Long-term supply arrangements
A short written agreement can prevent an expensive argument over whether the deal can move forward at all.
Clear terms help protect working relationships
Good contracts do not have to feel hostile. In many cases, putting terms in writing helps preserve the business relationship because it gives both sides the same reference point.
A useful agreement should explain the work, price, deadlines, payment terms, change-order process and what happens if one side cannot perform. For professional practices, contractors, farms and local service businesses, those details can keep one disagreement from turning into a broader business problem.
Put the deal in writing before trust is tested
Handshake deals often start with trust. Written contracts protect that trust when projects become stressful, costs rise or people remember the conversation differently.
The practical move is simple: write down the deal while everyone still agrees on it. That record may not prevent every dispute, but it can make the next problem easier to solve.]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[You paid a freelancer – who owns the asset now?]]>https://www.jacobsen-law.com/?p=482192026-04-14T15:30:08Z2026-04-14T15:30:08ZCommon misunderstandings about contractor-created work
Most ownership issues begin with assumptions that do not align with how the law applies in practice, as the creator will generally own the asset unless an agreement states otherwise. The following are some of the most common ones:
Paying for work means you own it: Payment alone does not transfer intellectual property rights, and without a written agreement, the person who created the work may still retain ownership.
All work for your business belongs to your business: Work created by employees usually belongs to the employer, while work created by contractors often does not unless the agreement clearly addresses ownership.
“Work made for hire” covers everything: This phrase has a narrow legal meaning and does not apply to every project, so using it incorrectly may fail to transfer ownership as intended.
Informal agreements are enough: Verbal agreements or email exchanges may not clearly define ownership, and gaps in documentation can lead to disputes later.
These issues often come into focus when the relationship changes or when the business moves into a new phase.
What can happen when ownership is unclear
Ownership questions often arise when circumstances change. A business may try to trademark a logo and learn it does not hold the rights, or it may want to update a website but cannot access or reuse key parts. In some cases, a contractor may reuse similar work for another business.
Disputes may also arise when a working relationship ends, as each side may take a different view of who owns the asset. Without clear contract terms, resolving that issue can require time and added cost.
These situations do not always come from bad intent. In many cases, they trace back to assumptions made at the start of the project.
What clear ownership means for your business
Ownership shapes how a business can use an asset over time and whether it can rely on that asset as part of its operations.
When a business owns the asset, it can modify it, reuse it and control how it appears in the market. When it does not, the business may have only limited rights to defined uses, which can create operational or legal issues as it grows or updates its operations. Ownership can also affect transactions, as buyers and investors often look for clear control over key assets.
Clear agreements at the outset of a project help define who owns the asset once the work is complete. A written contract can set expectations around ownership and use, which can reduce the risk of disputes later.
Why control starts with the agreement
Hiring contractors is a normal part of running a business, as it allows the business to move quickly and bring in outside skill when needed.
At the same time, what a contractor creates may become part of the brand or daily operations, and if the business does not address ownership at the start, it may lose control later. Payment alone does not determine ownership, which means early contract decisions can directly influence how a business grows and how much control it retains.
]]>On Behalf of Jacobsen Law Firm, P.A.<![CDATA[Does your commercial lease survive a property sale in Minnesota?]]>https://www.jacobsen-law.com/?p=482182026-03-02T12:41:43Z2026-03-02T12:40:17ZThe general rule of continuity applies
In most cases, a lease "runs with the land." This legal concept means the agreement attaches to the physical property, not just the person who owns it. When a new owner buys the building, they usually inherit your lease agreement, too.
The new landlord steps into the shoes of the old landlord. They must honor the rent price, the lease term and any specific amenities promised in your original document. You continue your operations, but you send your rent checks to a different entity.
Critical lease clauses to review
The specific language in your contract can alter this presumption. Consider examining the following clauses:
Termination on sale clauses: Some leases include a "kill switch." This clause allows a landlord to end the lease early if they find a buyer for the building.
Assignment rights: Your lease should clarify that the landlord can assign their interests to a new owner without voiding the contract.
You need to verify these details to ensure your business remains secure from a potential disruption.
Situations that can threaten your tenancy
Certain circumstances can weaken your position during a property sale.
Foreclosures present particular risks, especially if your lease includes subordination clauses that prioritize the lender's interests. An unrecorded lease may also create disputes if a new owner claims they had no knowledge of your tenancy when they purchased the property. Month-to-month arrangements and verbal agreements offer far less security than written, long-term leases with clear terms.
Keep your business safe from legal issues
Your lease is the foundation of your business location, and a small change in ownership can lead to unexpected legal gaps. While the law generally protects tenants, the specific language in your contract ultimately dictates your actual security.
The most effective way to protect your interests is to have a professional review your agreement. Such action can help identify hidden clauses that might put your tenancy at risk during a sale. Investing in a quick lease audit provides the certainty you need to focus on running your business.]]>