The Coronavirus disease 2019 (COVID-19) pandemic has created unprecedented upheaval in the American way of life.  Widespread business and school closures, shelter in place orders and travel restrictions have disrupted the personal and commercial lives of millions.  Uncertainty abounds and…

On March 16, 2020, the State of California ordered gyms, health clubs, movie theaters and restaurants to close down as the state battled the spread of the coronavirus.   The State’s order to close these businesses down raised the question of…

On March 18, 2020, President Trump signed the Families First Coronavirus Response Act (FFCRA). Importantly, the FFCRA is actually two separate acts, each of which imposes different employer obligations: the Emergency Paid Leave Act (E-Paid Leave Act) and the Emergency…

In the United States, designs can be protected by design patents, copyright, trademarks, and trade dress.  A design patent covers the ornamental aspects of a useful object.  In a design, any aspects which are merely functional are not protectable by…

Most of the time, litigation is considered a last resort, largely because of its cost and the fear of a loss before an unsympathetic judge or jury.  Although there are usually good reasons to avoid litigation, approaching a dispute in…

For over twenty years I have been representing various early-stage startups in Silicon Valley.  Startups require significant capital, and banks are hesitant to lend funds to small businesses without collateral or personal guarantees.  Therefore, most startups look for early-stage high-risk…

When buying for growth, to best capture the value that drove the deal and to optimize having your M&A transaction succeed, you, the buyer, must clearly understand and decisively act upon the following: IT IS IMPERATIVE THAT YOU ENGAGE IN…

Commercial agreements often provide for contingencies, or options, pursuant to which one party may sell off or convert its interest in a company, parcel of real property, intellectual property or another asset.  Unless the company, property or asset in question…

When one company wants to acquire another company, there are a number of different legal forms that the acquisition can take. Two of the common methods of acquisition are asset acquisition and a merger. In an asset acquisition, an acquirer…

The European Union was first to take the initiative to protect consumer’s privacy rights following the Facebook privacy scandal, by enacting the General Data Protection Regulation (“GDPR”). California followed suit and recently announced The California Consumer Privacy Act (“CCPA”), a…

In representing start-up companies and founders in private equity financings for 20 plus years, two of the most frequent questions that I am asked are “What are pre-money and post-money valuations?" and "How is the price per share calculated in…

Preparing your company for a future successful sale to best capture optimal value and to keep your transactional costs modest requires pro-active preparation, coupled with a broad general understanding of: (i)            the pre-sale, sale, and post-sale transaction process; and…