tag:blogger.com,1999:blog-53215362011-12-09T02:23:31.589-05:00Business Law WeblogAn M&A and corporate finance lawyer considers the law, his practice and other things.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.comBlogger991100tag:blogger.com,1999:blog-5321536.post-1160510377517870482006-10-10T15:17:00.000-04:002006-10-10T15:59:37.586-04:00Reg FD proposalThe New York Times has noted Sun's position that the SEC should allow disclosure via Internet, as I previously noted just below.H/T Professor Bainbridge.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com28tag:blogger.com,1999:blog-5321536.post-1159894304922586672006-10-03T12:44:00.000-04:002006-10-03T12:51:44.963-04:00Permitting Corporate Disclosures via this Newfangled Internet thingeeSun Microsystems thinks that SEC governed material disclosures should be allowed in forums other than conference calls and formal press releases, like on the CEO's blog. And Sun CEO Jonathan Schwartz and General Counsel Mike Dillon decided to do something about it.It still seems to me that an announcement must be made in a more traditional forum, perhaps the way you announce the upcoming Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com13tag:blogger.com,1999:blog-5321536.post-1159472893951772892006-09-28T15:42:00.000-04:002006-09-28T15:48:13.963-04:00Contract DraftingI've written here before about some drafting issues, particular my dismay that very smart lawyers and good drafters have no idea how to use which and that. And this can be a problem because one is merely descriptive and one is actually limiting.So, I just ran across this blog by a Ken Adams, who teaches at UPenn law and apparently has a speaking/seminar business. Good stuff, where he suggests Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com11tag:blogger.com,1999:blog-5321536.post-1142363547717359462006-03-14T14:10:00.000-05:002006-03-14T14:12:27.726-05:00Controlling RevlonSo, how do you define Controlling Shareholder for purposes of determining if the Revlon duites apply - as opposed to determining if the duty of loyalty is compromised thereby invoking the Enhance Fairness Test?Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com4tag:blogger.com,1999:blog-5321536.post-1129639213078126582005-10-18T08:38:00.000-04:002005-10-18T08:40:13.080-04:00Ignore those CommentsWell, I've been the unfortunate victim of blog spam. What a bunch of losers. Never fear, I have a list of businesses to never patronize. So, if you wish to comment, you gotta log in.Now, back to this damn Operating Agreement and restricted profits interests.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com8tag:blogger.com,1999:blog-5321536.post-1126620666227339932005-09-13T10:05:00.000-04:002005-09-13T10:11:16.130-04:00PUNCTIATION AND GRAMMARWhy do so many lawyers get it wrong?Why don't lawyers use the final serial comma. For instance, in the phrase "negotiation, preparation, execution and delivery", why is there no comma after execution?Why can't lawyers get the difference between which and that straight - especially considering that one is limiting and one is not?Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com42tag:blogger.com,1999:blog-5321536.post-1125596731594423532005-09-01T13:44:00.000-04:002005-09-01T13:45:31.600-04:00KATRINAI'm not in one of those multi-office 500-lawyer firms, but a smaller 60 person operation in the upper southeast. My firm is matching and doubling all contributions of the attorneys and staff. How about yours?Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com11tag:blogger.com,1999:blog-5321536.post-1117114438210219742005-05-26T09:33:00.000-04:002005-05-26T09:33:58.243-04:00"Delayed Deal"More beautiful words have seldom been spoken. You see, after spending weeks on a big closing, finally getting it done, and then shifting over to the deal-you-haven't-even-thought-about but now has to close immediately, it's nice to find out the client came to its senses and decided to take Memorial Day weekend off. And now you can too.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com3tag:blogger.com,1999:blog-5321536.post-1115241633623095752005-05-04T17:20:00.000-04:002005-05-04T17:20:33.676-04:00A Complete Waste of TimeThe Bar Man at Life As a Lawyer has a companion entry to my Brick Wall comment. Ah yes, that is Life As A Lawyer. Check it out. It's my other blog and kind of what this was becoming. And watch for the coming Podcast.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com4tag:blogger.com,1999:blog-5321536.post-1115240364367204462005-05-04T16:59:00.000-04:002005-05-04T16:59:24.446-04:00The Brick Wall There is this phenomenon called The Brick Wall™. Lawyers know it well, if they don't know it by its name. You are productive - indeed, hyperproductive - from the minute your butt hits your chair in the morning - even before your first cup of coffee. The productivity continues, you almost forget to have lunch. The afternoon rushes by, documents are flying out of your office and off yourBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com2tag:blogger.com,1999:blog-5321536.post-1114808874732892172005-04-29T17:07:00.000-04:002005-04-29T17:07:54.733-04:00Friday. 5:00pm.I think it's time for a beer. Who wants a Guinness?Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com5tag:blogger.com,1999:blog-5321536.post-1114715028905203852005-04-28T15:03:00.000-04:002005-04-28T15:03:48.906-04:00NEGOTIATING WITH TRIAL LAWYERSI'm a transactional attorney, so I don't like negotiating with litigators. When you negotiate with a trial lawyer, one of three things will happen. (1) You might be able to steamroll the trial lawyer with wonderfully favorable provisions because the trial lawyer doesn't understand transactions. (2) You might have a difficult negotiation, where the difficulty arises from the Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com3tag:blogger.com,1999:blog-5321536.post-1114609501278886732005-04-27T09:45:00.000-04:002005-04-27T09:45:01.276-04:00DRAFTINGWhy is that language that seemed perfectly clear when you reviewed it suddenly seems to mean something totally different when you have your client on the phone? There's no telling what a court might say 3 years from now! Yes, drafting contracts is an art and an imprecise one at that. That's why clients that are unwilling to pay for careful drafting should assume complete liability for Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com3tag:blogger.com,1999:blog-5321536.post-1114544926824435912005-04-26T15:48:00.000-04:002005-04-26T15:48:46.826-04:00NOT ANOTHER LITIGATORAs a business lawyer, you know you are in trouble when you get a call from counsel to the other side of your negotiations who refers to the matter as a "case" or a "claim". Dude, we are just negotiating a severance package. What "claim?" But it doesn't mean they are bringing suit so much as it does mean the other lawyer may not practice much outside the courtroom. And that can't make Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com2tag:blogger.com,1999:blog-5321536.post-1114533168600575372005-04-26T12:32:00.000-04:002005-04-26T12:32:48.600-04:00WHO NEEDS COPYRIGHT?That seems to be the question on a lot of people's minds. Who needs copyright law? Why should it be enforced. If you are preventing me from making copies of your research paper or your song, you're just a fascist. I admit I need to read up on this, on Creative Commons and all that, but I just have the reflexive revulsion to the reform copyright movement. It may not be fair, but it justBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com6tag:blogger.com,1999:blog-5321536.post-1114532402901992542005-04-26T12:20:00.000-04:002005-04-26T12:20:02.900-04:00SCI FI LAWFor some reason, I was just remembering this "law review" that I used to get about 10 years ago. It was called "Sci Fi Law Review" or some such and was a rather serious endeavor to imagine the future. And to do so in law review style, with scholarly looking articles, complete with fake citations and footnotes. It was published out of some law school (maybe in California). Don't know if Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1114530657783565842005-04-26T11:47:00.000-04:002005-04-26T11:52:38.643-04:00WHAT UP? Just realizing how annoyingly boring practicing law can be. It's not all challenging intellectual puzzles. Often, it's simply the labor of drafting.Alas.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com3tag:blogger.com,1999:blog-5321536.post-1112812534527764732005-04-06T14:29:00.000-04:002005-04-06T14:35:34.530-04:00BASIC AGREEMENT DRAFTING One mistake often made by novice or non-transactional lawyers - and it serves as a billboard announcing their inexperience - is the presence of covenant provisions within a client's representations and warranties. If you want to obligate your client or the other party, move the language out of the reps and warrantes. Reps and warranties deal only with factional Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com3tag:blogger.com,1999:blog-5321536.post-1110403399767549832005-03-09T16:22:00.000-05:002005-03-09T16:23:19.770-05:00LIBOR Here's a thoughtprovided, however, that in the event that the day on which payment relating to a LIBOR Rate Loan is due is not a Business Day but is a day of the month after which no further Business Day occurs in such month, then the due date thereof shall be the next preceding Business Day.Discuss.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com3tag:blogger.com,1999:blog-5321536.post-1104263253617542322004-12-28T14:42:00.000-05:002004-12-28T14:47:33.616-05:00WTF? I really haven't updated since July? With all the incredibly insightful things I've had to say during this time? Shocking, I tell you. Just shocking. How bout a little APA stuff to tide you over until something profound appears here.Sellers own and have good title to their Tangible Personal Property, which are, as of the Closing Date, will be free and clear of any and all Liens other Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com7tag:blogger.com,1999:blog-5321536.post-1090869038467684852004-07-26T15:07:00.000-04:002004-07-26T15:10:38.466-04:00NOT FULLY COMPETENT I can't stand it when the lawyer on the other side of the transactoin just doesn't have as much experience and it forces you to do the documents because his will be garbage. With the resulting additional cost to you selling client. But, it's the only way to protect your client, so you do it anyway.
But that's the problem with some of your more generalized law practitionersBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com7tag:blogger.com,1999:blog-5321536.post-1090418171148073392004-07-21T09:55:00.000-04:002004-07-21T09:56:11.150-04:00BUSINESS LAW WEBLOG will return. Just hang in there. I'm reconsidering how to make better use of this as a tool for me to work through issues and for the reader to learn a thing or too.
Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1083781632870080042004-05-05T14:27:00.000-04:002004-05-05T14:30:37.780-04:00SPACELAW - THE FINAL FRONTIER. Glenn Reynolds discusses property rights in outer space. One would hope that when we get there, private property rights will be recognized, otherwise, the final frontier would be red. And excerpt:First, no international authority should have exclusive rights to extract space resources. Such an exclusive role would contravene the 1967 Outer Space Treaty's Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1082147028555263382004-04-16T16:23:00.000-04:002004-04-16T16:26:41.810-04:00I GOT YOUR ENTERPRISE SOLUTION RIGHT HERE Is this a joke? Here's a story, no doubt cribbed from a press release, that describes the company "Smart Online®" as "a leader in web-delivered business-critical software for small businesses." Does that say anything at all that has any meaning? Does it say nothing more than you have to download our software, which we think is useful for small Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1081446523882439442004-04-08T13:48:00.000-04:002004-04-08T13:51:28.746-04:00LLC OR S-CORP? DON'T LOOK TO ONLINE ADVICE I don't know if this article is wrong because it is simplified for mass consumption or because it is legal advice being rendered by the alphabet soup author, who's a "CMA CFM CBM". Anyway, if you want to know what's the best entity for you, hire a lawyer.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1080852321601742242004-04-01T15:45:00.000-05:002004-04-08T13:51:37.373-04:00THE IMPORTANCE OF SIMPLE CORPORATE DOCUMENTATION Here's a good example of how important corporate documention is. No, I'm not talking about bookingkeeping, but simple things like stock certificates. No one wants to pay lawyers to get these things done right at start-up, then we are three years down the road, the perfect buyer has arrived, and it turns out you don't even know who owns the Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1078948755716330702004-03-10T14:59:00.000-05:002004-03-10T15:02:05.936-05:00SCANTILY CLAD BUSINESS GEEKS Jay Solo alerts me to the proper base page for the Carnival of the Capitalists, and it is here. The link to the left is updated.
Now, back to consider whether an extension of a benchmark date in an employment agreement that triggers noncompete obligations requires new consideration. Hmmm.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1077916868972169392004-02-27T16:21:00.000-05:002004-02-27T16:23:13.186-05:00MARTHA STEWART Although I have often thought Martha belonged in jail because of her crimes against food and the horrid From Martha's Kitchen on the Food Channel, I'm glad to see the judge has thrown out the securities fraud charge that I think the prosecution brought in bad faith. To find that publicly defending yourself against an insider trading charge is an attempt to fraudulently prop up Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1077032954607520092004-02-17T10:49:00.000-05:002004-02-17T10:51:08.390-05:00CARNIVAL OF THE CAPITALISTS I've added a link to the aggregation of business blog posts called "Carnival of the Capitalists". A good read. I just can't remember why I failed to participate when asked. Must have something to do with billable hour requirements.
The Carnival appears at different sites, so I'll try to keep the link to the left updated. If I fail, I'm sure Tasty Manatees can Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1076945977624891002004-02-16T10:39:00.000-05:002004-02-16T10:43:53.420-05:00STATE WINS Watching Duke and State play was like watching the Democratic Primaries -- I don't have a dog in the fight, I just want to see them both lose. That's not possible, but I still mustered some joy at seeing Duke lose. Problem is, I'm going to have to hear how great "the Pack" is and look at State car flags for the next week.
The bright side: this will help secure Herb Sendek's job.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1076687677680929482004-02-13T10:54:00.000-05:002004-02-13T10:56:49.090-05:00SCHEDULE PREPARATION So, what's worse? Preparing Seller's schedules to an Asset Purchase Agreement, or borrower's schedules to a Loan Agreement? Discuss amongst yourselves. In any case, if clients would take this process seriously, they could save a lot in legal fees -- and eliminate potential risk.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1076524369508492862004-02-11T13:32:00.000-05:002004-02-11T13:35:24.873-05:00TIP FOR THE DAY When drafting or commenting on a Purchase Agreement, remember whether you are dealing with a purchase of stock or assets, and if assets, remember what assets you are purchasing. If an asset purchase where you aren't getting the accounts receivable, there's no need for a covenant preventing the seller from writing down or writing off those receivables. Why would the buyer care?Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1076453236103968492004-02-10T17:47:00.000-05:002004-02-10T17:50:00.466-05:00PRACTICAL REALITY Here's some advice for you. If a lease, by it's terms, does not require the consent of the landlord to assignment, don't make it a condition to closing. Especially if you are 20 years into a 40 year term. Don't you think that the landlord may be a little pissed about his lack of foresight back in 1984 when he didn't include yearly rent increases? That's really what we need Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1075486467901266062004-01-30T13:14:00.000-05:002004-01-30T13:18:09.610-05:00YES, I'VE GOT A LOT OF WORK TO DO
create your own visited country map
or write about it on the open travel guideBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1075486048745701662004-01-30T13:07:00.000-05:002004-01-30T13:09:04.936-05:00SHOULD I GET OUT MORE?
create your own visited states map
or write about it on the open travel guide
Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1075313391581207492004-01-28T13:09:00.000-05:002004-01-28T13:14:02.576-05:00TV LAWYERS -- WHERE ARE THE CORPORATE GUYS? Mike O'Sullivan over at CorpLawBlog has a discussion of TV lawyers versus reality, and wonders where all the corporate lawyers are. Well, I've only spotted one. Will Truman of Will & Grace. Figures that the only one we get is on a comedy. He's been seen doing M&A work and even uttered the words "Hart-Scott-Rodino" and "due diligence."
Of course, aBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1075312203753099792004-01-28T12:50:00.000-05:002004-01-28T12:52:59.606-05:00NEGOTIATING AGAINST YOURSELF
Back in late December, I got a draft of an Asset Purchase Agreement from Buyer's counsel. Great, so I start my review, send comments back and forth to my client, getting them in shape for transmission to the Buyer's counsel.
Then, what to my wondering eyes should appear, but a new draft from Buyer's counsel. This one, more pro-buyer -- adding reps and warranties, Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1074268066058034232004-01-16T10:47:00.000-05:002004-01-16T10:53:11.140-05:00AMERICAN IDOL CONTRACTS AND MORE We've all had clients who didn't seem to care about what the contracts say, they just want the deal done. That's fine, it's our job to look after them, but that job is made difficult when the client pays no attention to the risks of nonperformance, of incorrect or weak representations and warranties, or whether any breach is going to require litigation against Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1073589497860098232004-01-08T14:18:00.000-05:002004-01-08T14:20:48.450-05:00COOL STUFF OK, so I chose to read How I Accidentally Joined the Vast Right-Wing Conspiracy (and Found Inner Peace) by Harry Stein. It seems his transition started when he began to suspect that raising children in the home was better than day care. It's lighter reading than I'm sure The Elegant Universe is.
Here's a cool link. Ryanchurch.com. Ryan Church is one of the lead conceptual Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1073512979277481342004-01-07T17:02:00.000-05:002004-01-07T17:50:56.293-05:00POST-CHRISTMAS READING Well, I got a number of books for Christmas, and I haven't started reading any of them. Here are my choices:
Charlie Wilson's War: The Extraordinary Story of the Largest Covert Operation in History by George Crile. It's about a Texas congressman who was on the appropriations committee, found out about the mujahideen resistence, and then went over there and fought with Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1071249118300467402003-12-12T12:11:00.000-05:002003-12-12T12:12:55.840-05:00MORE FREE SPEECH REFORM Jonah Goldberg points out that in this law, Congress simply sensored groups like the NAACP, ACLU and NRA, saying you can't criticize anyone during a time when it matters and people are listening. Clearly, this law is about protecting incumbents and is worthy of King George III. Of course, the press likes it because thier power increases, and we can run ads against it Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1071243137727723912003-12-12T10:32:00.000-05:002003-12-12T10:33:48.000-05:00FREE SPEECH REFORM Here's a good review of what just happened, from Federal Review blog:ITS 60 DAYS BEFORE THE PRIMARY, SO SHUT UP
So says the government. Really, the federal government has passed a law that says you can't speak out in favor of your preferred candidate for political office. And the Supreme Court just said that the law is perfectly OK. Here's how the American Bar Association Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1070991101559348122003-12-09T12:31:00.000-05:002003-12-09T12:32:26.000-05:00GALACTIC
I really enjoyed the new Battlestar Galactica that premiered on Sci-Fi last night. It had a good epic feel and a good sense of the importance of characters, not just action. Ronald D. Moore, who wrote the character driven Star Trek: Deep Space Nine, is helming this new Galactica. I look forward to tonight's show and hope there will be a series.
And the homage to the original series -Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1069344229472938282003-11-20T11:03:00.000-05:002003-11-20T11:04:15.310-05:00FANTASY SUPREME COURT
How cool is this! Lawpsided.com is running a fantasy league where you predict the outcome of cases on the Supreme Court's docket. I can't play. I'm a transactional attorney, I don't have time for reading cases!
I think the last case I read was Bush v. Gore. What a thrill.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1067378740078801772003-10-28T17:05:00.000-05:002003-10-28T17:06:36.676-05:00THE TRUTH ABOUT PRACTICE Is that Legal? has a good comment about the revision, review, commenting process on associates' work at law firms:In my experience, much of what passed for "review and revision" of lawyers' writing was just the lawyerly equivalent of territory-marking urination.Indeed, lawyers should ask themselves when commenting on another's work whether the substance of what is Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1066155559562417772003-10-14T14:19:00.000-04:002003-10-14T14:21:02.506-04:00JURY DUTY A friend got summoned to jury duty, but can't make it, so he's writing a letter to the chief judge (as required). I suggested the following text, but he didn't find it funny:Court
c/o the Courthouse
Raleigh, NC
Dear Mr. Judge:
I was pleased, and I must say, somewhat flattered, to receive your invitation to attend the "Jury Duty" event on November 5. I've never been asked to serveBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1065790379485258242003-10-10T08:52:00.000-04:002003-10-10T08:52:58.910-04:00PARENTS SUE SCHOOL OVER WIRELESS NETWORK The suit is "by parents worried that exposure to the network's radio waves could harm their children." More trial lawyers making you proud of your profession. I suspect they'll be wearing tinfoil hats in the courtroom to block out the governments mind rays.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1065561790801226582003-10-07T17:23:00.000-04:002003-10-07T17:51:45.763-04:00F*CK THE FCC Well, not really. But the FCC says that Bono of U2's isolated use of "fuck" as in "fucking" as an exclamation during the Golden Globe awareds does not violate the FCC's indecency rules. According Reuters, the FCC said "The word 'f---ing' my be crude and offensive, but, in the context presented here, did not describe sexual or excretory organs or activities."
Time to start craftingBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1063372614448931352003-09-12T09:16:00.000-04:002003-09-12T09:16:54.480-04:00FCC AND THE BIBLE I got an e-mail today, alerting me to the horrible possibility that the FCC is being petitioned to ban all references to the Bible on television and radio.Madeline Murray O'Hare, an atheist, successfully managed to eliminate the use of Bible reading from public schools a few years ago.
Now her organization has been granted a Federal Hearing on the same subject by the Federal Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1062592671807426182003-09-03T08:37:00.000-04:002003-09-03T08:38:37.150-04:00CLASS ACTION Class action lawsuits have their utility. Sometimes they are the only way to adequately address a wrong. Very often, they are the only way to get lawyers a big windfall. I've somehow found myself on a newsletter put out by BigClassAction.com. I like that name. The "Big" makes it sound a bit sinisiter, the way the news media has labelled Big Oil and Big Tobacco. Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1060624610656193242003-08-11T13:56:00.000-04:002003-08-11T14:00:17.086-04:00THAT THAT IS THAT IS NOT THAT, WHICH IS THAT Why is it that the hardest thing (apparently) for lawyers to learn is the difference between the use of "which" and "that"? Transactional attorneys certainly love to use "which" when trying to define, expand or limit a phrase, and they use it all the time. Here's a simple rule to remember, "that" limits or modifies the term that it modifies and is Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1059409579561951092003-07-28T12:26:00.000-04:002003-07-28T12:31:10.796-04:00DOMAN NAMES LIKE TANGIBLE PROPERTY That's what the Judge Alex Kozinski of the 9th Circuit has ruled. And if you leave your car with a valet, the valet's responsible for safeguarding it. So too with Network Solutions, Inc. or any other web registries. It is interesting to consider the potential application of this decision to other intangible property, and whether we need to start beefing up Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1058989844185532392003-07-23T15:50:00.000-04:002003-07-23T16:05:21.476-04:00"TRIAL LAWYERS" = LOBBY Larry Sullivan over at the Delaware Law Office goes ballistic on the President for demonizing "trial lawyers," and gets tied up in the definition of the term at the expense of understanding its accepted political meaning. "Trial Lawyers," as serious followers of politics understand, are typically plaintiff's counsel backed up by their national lobbying group, the Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1058794674151956932003-07-21T09:37:00.000-04:002003-07-21T09:43:31.733-04:00SILICON VALLEY VCs IN STAR WARS In Episode II: Attack of the Clones we are introduced to representatives of the various entities that were supporting the separatist forces, including the chairman of the Banking Clan. He was the tall skinny guy who looked like a banker out of central casting from 1930s Hollywood. His name wasn't used in the movie (that I remember), but he has a name, as do allBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1058558649913367352003-07-18T16:04:00.000-04:002003-07-18T16:06:55.233-04:00OOH, OOH, PIK ME You may find that VCs or other lenders may choose to have notes accrue "payment-in-kind interest," or PIK interest. The "in kind" feature may provide for interest under a note to be paid in stock or other securities of the Company. Here's a good discussion of how PIK can be advantagous to a VC.
But here's a practice note. Your client may ask you to prepare a note that Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057779540272790972003-07-09T15:39:00.000-04:002003-07-09T15:39:00.220-04:00THEORETICALLY SPEAKING Just ran across the Legal Theory Blog -- don't know how I missed it for so long. Very good stuff.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057758999418558692003-07-09T09:56:00.000-04:002003-07-09T09:57:16.536-04:00ALTHEIMER R.I.P. As we saw with Brobeck, and now with Altheimer & Gray, it's amazing how quickly major law firms can dissolve. It just shows that conservative leadership and building your own book of business are the only real keys to job security. Having worked with Altheimer attorneys and their professional staff on deals in the past, I wish them all the best of luck.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057678566613675362003-07-08T11:36:00.000-04:002003-07-08T11:38:16.833-04:00PROVE YOUR ALLEGATIONS At least from a PR perspective, if the lawyer aruges that delay occasioned by the lawsuit is costly, then once the suit is resolved, the client should proceed with all dispatch. Spike TV (f/k/a The New TNN, f/k/a The National Network, f/k/a TNN, né The Nashville Network) and Spike Lee settled their lawsuit in which Spike TV argued that Spike Lee's imprudently issued Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057507630588149692003-07-06T12:07:00.000-04:002003-07-06T12:13:55.680-04:00THE LIMITS OF TRANSACTION LAWYERS We aren't perfect. We can't do everything. We can't stop time, speed up the harvest or teleport you off this rock. No matter how good a contract we prepare, it won't prevent bad faith, insane interpretation or a claim that you aren't performing despite your clear adherence to the strict terms of the agreement. Here's a good example from the world of Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057154199097790412003-07-02T09:56:00.000-04:002003-07-02T10:00:42.296-04:00CORPORATE ESPIONAGE Interesting story about a North Carolina baker going after the recipes of a Philadelphia bread company. The real lesson here is that the NC baker should have been going after Amoroso rolls, which Philadelphians use for their hoagies and cheesesteaks. They are tasty, light and crusty (if reheated) "hearth baked Italian rolls", that are very unlike the thick and hard rolls Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057088085240170752003-07-01T15:34:00.000-04:002003-07-01T15:35:44.176-04:00MULTI-DISCIPLINARY PRACTICE WITHIN THE RULES Rather than sharing profits with non-lawyers (a no-no), why not just buy the non-lawyers and make them a subsidiary. I wonder if this is the future? I can't imagine a good accountant being content working for a bunch of lawyers with no chance of owning his accounting practice. Here's an article from 2001 on the subject.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1057074391271614482003-07-01T11:46:00.000-04:002003-07-01T12:46:32.446-04:00FOCUS ON BUSINESS It bears repeating that the most successful entrepreneurs and CEOs are those who are able to focus on the substantive business transaction, and not on the procedural issues involved. Sure, it's important for the businessman to understand the mechanics of a legal document, but only insofar as those mechanics effect the underlying business deal. And never get hung up over the Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1056979577435411852003-06-30T09:26:00.000-04:002003-06-30T09:27:03.200-04:00VIEWLESS JUDGES Andrew Sullivan argues that judges who have strong opinions on issues of public importance should not be judges. While his argument is about what he perceives as Justice Scalia's anti-homosexuality attitude, I wonder if Sullivan's formulation of what makes a good judge would have kept desegregationist judges from the Court? It seems ridiculous to demand that judges be both Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com1tag:blogger.com,1999:blog-5321536.post-1056550202438425542003-06-25T10:10:00.000-04:002003-06-25T10:15:48.966-04:00CONNECTICUT LITIGATION SETTLEMENT Let's take a break from law talk and and focus on a business of real importance. College sports. ACC expansion. Here's a basic principle that should be no surprise to Big East commissioner Mike Tranghese: if you cobble together a conference with 14 universities, 6 of which don't even play Division I football program, expect to fail. When your conference is Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1056476696209804342003-06-24T13:44:00.000-04:002003-06-24T13:44:56.156-04:00WHO GETS TO BE SPIKE? It looks like another Spike doesn't want Spike Lee to claim to be the only Spike with rights to the name Spike. Bet Johnnie Cochran didn't think of that (after all, he's a criminal defense lawyer, not an IP type).Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1056133798392663792003-06-20T14:29:00.000-04:002003-06-20T14:44:21.590-04:00SHELTON WINS AGAIN It looks like the New York court issued a preliminary injunction, stopping The New TNN from changing its name to Spike TV, because Spike Lee (né Shelton) thought it infringed his use of the name. TVGuide had the best legal analysis:JEERS to being so vain he thinks the channel is about him. Spike Lee is suing Spike TV, formerly TNN, for using his name without consent. Why he Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1056042996323019752003-06-19T13:16:00.000-04:002003-06-19T13:17:59.506-04:00MUSIC PIRACY I don't know if I understand this from a law professor at Stanford:Three-fourths of the files in the directory were not music files. Yet he was sued by record companies, demanding hundreds of millions in damages.
When they discovered that he had saved $12,000, they gave him a classic Sopranos-like choice: Either defend yourself in court (which would cost his family over $200,000) Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055989392551274062003-06-18T22:23:00.000-04:002003-06-18T22:23:43.410-04:00RECOMMENDED READING
Unlike the dusty, wind-blown prose you find here on the Business Law Weblog, there's some good reading over at Corp Law Blog. Follow the Hall of Absurdly Great Deals:From time to time, Corp Law Blog will highlight absurdly great deals because (1) I like to read about absurdly great deals and (2) reading about absurdly great deals will hopefully teach me how to avoid being on Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055942483648628802003-06-18T09:21:00.000-04:002003-06-18T09:23:39.316-04:00HACKER HATCH OR IS THAT 0Rr1n DstRuCt0r? Senator Orrin Hatch is interested in technology that destroys the computers of downloaders of protected intellectual property. Despite my usual defense of intellectual property rights and confusion about why many bloggers argue that I should have the right to copy and make derivative works out of Steamboat Willie, I'm not confused about the potential Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055885312251518182003-06-17T17:28:00.000-04:002003-06-17T17:45:09.480-04:00YOU GET WHAT YOU PAY FOR It still amazes me, and it happened again today, that some clients will call with a highly convoluted, Wile E. Coyote scheme for raising money or rewarding employees, but with the caveat that the company is in "no position to invest in legal." Have you ever seen a better example of when a retainer should be required? And that retainer will serve to educate the client Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055882056404937052003-06-17T16:34:00.000-04:002003-06-17T16:36:27.190-04:00NO MORE BULL HOCKEY What a great idea -- software that flags the bullshit that is overwhelming corporatespeak, as pointed out here just last week. Here's a story on this imminently impactful solution to all those outside the boxers in the business space. I would suggest that all VC's get this sofware so they can better understand when they are being bullshitted (is that word) by some 1998-Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055448840658575842003-06-12T16:14:00.000-04:002003-06-12T16:15:45.300-04:00GOOD DUE DILIGENCE PRIMER Check out VentureBlog's review of what a venture capital firm looks for in its due diligence investigation of a company. Keep in mind though, that this isn't all of the due diligence that will be performed...there's still the legal due diligence. While legal due diligence in a venture deal may be much less comprehensive than in an M&A deal, it still has its place, andBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055423116138174592003-06-12T09:05:00.000-04:002003-06-12T09:05:16.076-04:00INNOVATIVE SOFTWARE BUSINESS SOLUTIONS A story today on a company that "provides innovative business process management solutions." Hasn't the shelf-life on "solutions" expired yet? What happened to terms with actual meaing? This should read "innovative business process management software" or "product" or, heck "accounting and inventory software" or whatever it is. I just want to know, at Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055365320154795212003-06-11T17:02:00.000-04:002003-06-11T17:02:00.483-04:00BOARD NOMINEES From TheCorporateCounsel.net:Under the leadership of board chair Ralph Whitworth (whose day job is principal of Relational Investors, one of the few groups that have used short slates in the past decade), Apria became the 1st company to voluntarily allow shareholders to nominate directors directly (last month, Hanover Compresser did it as part of a lawsuit settlement). Holders of Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055365089273524132003-06-11T16:58:00.000-04:002003-06-11T16:58:09.620-04:00FRIGHTENING, MONOLITHIC MEDIA Broadcasting & Cable reports that there is only one station in the Cincinnati DMA that "is eligible to become the junior partner" of another stitoin in the market. Only one! That's it? B&C goes on to say there are a total of 73 potential duopolies in 43 markets. Despite what the fretting of other bloggers, pundits and Senators, this doesn't sound like the Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1055172483982776032003-06-09T11:28:00.000-04:002003-06-09T11:28:55.473-04:00PATIENCE, YOUNG SKYWALKER A good argument to encourage gradual -- and constant -- change and not look for the immediate fix over at VentureBlog, discussing Dell. Good advice for CEOs, shareholders and VCs. And remember, these kinds of goals can be written into investment documents...just be realistic.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054922237499901582003-06-06T13:57:00.000-04:002003-06-06T13:57:17.533-04:00DETRIMENTAL RELIANCE Big East schools are suing Miami, Boston College and the ACC, claiming they spent money of football because they thought Miami was staying. A lessons on the limits of the free market, on PR statements and trying to survive by not being complacent. I wonder if the Atlantic 10 is condering a suit against Big East, Rutgers, Virginia Tech and West Virginia for the severe Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054821361925305512003-06-05T09:56:00.000-04:002003-06-06T13:57:27.676-04:00FIRST CROSS-OWNERSHIP MediaNews Group exercises an option to buy the Fairbanks, Alaska NBC affiliate, where it already owns the newspaper.William Dean Singleton's MediaNews Group Inc., which publishes The Fairbanks (Alaska) Daily News-Miner, has triggered its three-year-old option to buy KTVF-TV, a NBC affiliate in Fairbanks owned by Clear Channel Communications Inc. The option had been Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054760215584341692003-06-04T16:56:00.000-04:002003-06-04T16:57:34.750-04:00WHY NOT ANTI-DILUTION PRICE PROTECTION? Last week I discussed anti-dilution price protection and suggested that there may be a time when an Investment Bank / Venture Capital firm or other investor would not want this protection written into the Certificate of Incorporation.
Consider this. You are a VC firm and you were one of 3 investors buying Series A stock. And you got some good Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054671930651687152003-06-03T16:25:00.000-04:002003-06-03T18:05:51.110-04:00WHAT'S SO WRONG ABOUT MEDIA CONSOLIDATION? Have you noticed that no one can really tell you why media consolidation is bad? I mean, where are the examples? People like Sen. Byron Dorgan can talk in broad generalities and make assertions without backing them up with any evidence. Here's how he argued against the FCC's relaxation of the ownership rules on PBS's Newshour last night:Well, the Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054582929903212602003-06-02T15:42:00.000-04:002003-06-02T15:47:20.896-04:00MEDIA CONSOLIDATION The FCC eased its consolidation limitations today. A move that should have the effect of preserving the existence of some stations in smaller markets while homogenizing some programming in others. But whether AOL/Time Warner, GE, Viacom and NewsCorp are on the verge of stamping out all dissent in favor of their money-grubbing big company views is yet to be seen. Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054319616822222862003-05-30T14:33:00.000-04:002003-05-30T14:33:36.746-04:00BEATING A DEAD HORSE (BUT HEY, THAT'S WHAT THE MEDIA DOES) The Heritage Foundation makes the case the ownership rules that were written when DC residents only have 4 television stations to choose from are an anachronism and should go.The case for changing the FCC’s ownership rules is clear. They were written in a different era, and don’t reflect the diversity and competitiveness in today’s mediaBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054317373007129992003-05-30T13:56:00.000-04:002003-05-30T13:56:45.343-04:00EDWARDS ON MEDIA CONSOLIDATION Senator Edwards' letter is nicely attacked here. Also, it appears WRAL and WRAZ, as mentioned below, are operated by the same Company under a "Local Marketing Agreement." Two other stations in the Raleigh market are operated together (are "sister" stations), these are WLFL and WRDC.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054312554791699842003-05-30T12:35:00.000-04:002003-05-30T12:35:54.756-04:00SCANDINAVIAN TAR HEELS Wow, Sweden has opened a consulate in Raleigh, recognizing the impact of Raleigh or RTP-based companies such as Volvo Truck NA, SAAB Barracuda, Sony Ericsson Mobile Inc., Pergo Inc., Sandvik Coromant and Husqvarna Turf Care Co.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054303911975108142003-05-30T10:11:00.000-04:002003-05-30T10:13:13.330-04:00MORE ON MEDIA CONSOLIDATION: WHO'S OPPOSED? Well, the opposition to the new rules being pushed by Chairman Powell (ostensibly because he believes the existing rules may be struck down by the courts, leaving no ownership restrictions whatsoever) need to come up with an argument better than the desire to restrict certain viewpoints."We're frozen out," said Karen Pomer, a member of the group Code Winstonnoreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054245920428339852003-05-29T18:05:00.000-04:002003-05-29T18:22:58.880-04:00MEDIA CONSOLIDATION AND SIMPLISTIC THINKING Well, simplistic thinking is what we seem to be getting on the Web, mostly concerned about some abstract notion of diversity of media voices and the conspiracy of AOL Time Warner, Viacom and Clear Channel to tell us what to think by controlling all media. Fine, there are problems with media consolidation (listen to the radio and find anything music Winstonnoreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054136262786114952003-05-28T11:37:00.000-04:002003-05-28T13:05:20.343-04:00ANTI-DILUTION PRICE PROTECTION A common feature of Preferred Stock issued to venture capitalists in privately held companies is anti-dilution price protection (here’s a simplistic definition), an especially relevant concept with the prevalence of down rounds. Let’s say that the VC purchases 1,000,000 shares of convertible preferred stock at $1.00 per share. The VC can later convert the stock Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1054128177728713332003-05-28T09:22:00.000-04:002003-05-28T09:22:57.763-04:00WHAT’S MY BUSINESS WORTH That’s a question I’m asked a lot by clients who are interested in selling, and there’s no easy answer because valuation varies by industry and, of course, is dependent upon more than your income statement and balance sheet. The tender offer for Salix Pharmaceuticals, a public company, illustrates the difficulties with valuation – even when there is a public market for Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1053550604588403412003-05-21T16:56:00.000-04:002003-05-21T16:58:07.120-04:00LLC VERSUS CORPORATION: OWNERSHIP INTERESTS It is possible to own an economic equity interest in a Corporation, yet not be a Shareholder. It is also possible to own an economic equity interest in an LLC and not be a Member. With an LLC, you might simply provide (in the LLC Agreement) that owners of what you might call "Units" or "LLC Interests" (which would be denominated like shares) are Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1053549906736325382003-05-21T16:45:00.000-04:002003-05-21T16:45:54.133-04:00PROSCIUTTO AND PARMA Well, at least the Europeans are focusing on what they do best. Food. The protected designation of origin or PDO process is an interesting twist on IP issues for your clients in the importing/exporting business. Remember, if it ain't Chianti, it's Sangeovese.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1053441434368055632003-05-20T10:37:00.000-04:002003-05-21T16:17:11.886-04:00THERE'S STILL VC MONEY TO BE HAD Although the terms are not as favorable to companies in 1999, there is still Venture Capital money available at all levels in the Research Triangle Park and elsewhere. Today's difference -- you might want to show some positive EBITDA to get it. Aurora Funds in Durham recently closed on a new $85 million fund, and CapitalSouth Partners recently put together Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1053438885643162612003-05-20T09:54:00.000-04:002003-05-20T13:17:12.380-04:00SUPER DMCA AND MEDIA CONSOLIDATION Writing on Tech Central Station, Glenn Reynolds argues that the Super DMCA is an attempt by existing old media (telecom, cable) to restrict competition in the same fashion that Ma Bell used to. Because of this attempt to squelch competition by, for instance, preventing you from accessing a network with your wireless Bluetooth card without having to buy or rentBusiness Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1052853983120228712003-05-13T15:26:00.000-04:002003-05-13T15:26:23.096-04:00WHY I'M A TRANSACTIONAL ATTORNEY
Lawyer files suit to ban kids from eating Oreos. This guy should be disbarred along with the lawyer that sued McDonalds for making his plaintiff fat.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1052762459479377852003-05-12T14:00:00.000-04:002003-05-12T14:01:48.116-04:00COPYRIGHTS, DMCA
The blogosphere is abuzz with talk of efforts to strengthen protections for the owners of intellectual property, see the opposition forces in Tennessee at Tennessee Digital Freedom Network. Of course the real issue is not whether you are for copyright laws, patents and intellectual property protection in general, it's how far do you want to go to protect what is very difficult Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1052452061358847302003-05-08T23:47:00.000-04:002003-05-08T23:47:41.353-04:00WHERE ARE THE UPDATES?
Well, I'm not currently updating because I'm still trying to resolve the problem regarding the links -- you can't seem to click on the ones in the main column (left side).Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1051805300497663052003-05-01T12:08:00.000-04:002003-05-01T12:08:20.553-04:00GET YOUR EMPLOYER IDENTIFICATION NUMBER ONLINE!
Tax guy Stuart Levine has the story at taxbiz.blogspot.com and here.
Yeah, I know that you can't click on the links and I'm trying to get this issue resolved with the Blogger folks. Remember, beta software.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1051800520651199942003-05-01T10:48:00.000-04:002003-05-01T10:56:02.280-04:00HAPPY LAWYERS
The Full Employment for Attorneys Act, also called the Over-Reaction to Enron Act, also called the Sarbanes-Oxley Act, has spawned new practice areas at law firms as they scramble for market share. Key paragraph about the best laid plans of mice and men:In the future, lawyers speculate that even more business could come from taking public companies private. "I think that will Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1051673368382214602003-04-29T23:29:00.000-04:002003-04-29T23:29:28.360-04:00A WARNING: BETA BLOGGER
I am using blogger.com as my posting and administrative software. I am actually using the new version of their software, which is still in beta testing. It is, therefore, buggy. So, please be patient if links don't work, formatting gets screwed up, or you come to this site only to find an error screen.Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0tag:blogger.com,1999:blog-5321536.post-1051672459719489472003-04-29T23:14:00.000-04:002003-04-29T23:19:40.016-04:00WHAT'S THIS ALL ABOUT?
This is a weblog by an attorney who doesn't go to court. So if you are looking for juicy tales of courtroom theatrics, you won't find any here. Try cable. No, Business Lawyer is about the transactional practice of law. Negotiating business deals. Setting up companies. Raising capital. Selling the business.
I hope to address issues ranging from what's going on in Business Lawyerhttp://www.blogger.com/profile/12550590028398316738noreply@blogger.com0