Law for Entrepreneurs

Entrepreneur: “Mr. Partner, we’ve decided to use your firm to represent us in our acquisition of XYZ company.”
Law Firm Partner: “Great!”
E: “Who do you propose should be on your team?  And why do you recommend them?  I’d really like to get your best mid-level associate, and would prefer not to use any first or second-year [...]

“Be soft on the people, but tough on the issues.”  This is one of my favorite aphorisms, partly because it’s consistent with my values, partly because of its Zen-like simplicity, but mostly because I’ve found that it works.
When you’re dealing with a direct report, do you want them thinking “I’d do anything for my boss” [...]

The suggestions in my last post assumed that you were providing the first draft of a contract.  What if the other party provides the first draft?  And what if, as may often be the case, the other party has more bargaining power than you do?
Here’s a suggested approach:
1.  Read the contract.  Or, if you’re pressed [...]

Client: “John, could you take a look at a contract that a potential partner sent over?”
John: “Sure.”
Fifteen minutes into reading the contract, I called my client and said something like “This is bull___t!  You’ve got some leverage in this relationship, yet this contract is so one-sided that there’s no way anyone in your position would [...]

When starting a business, one of the first decisions you’ll need to make is what form of business entity to establish.  There’s lots of information on the Web re: the advantages and disadvantages of each entity type but, to my knowledge, nothing in the way of a methodology to help the reader actually make a [...]

Warning: this post contains promotional material!
One of our clients had an “aha” moment the other day.  He was describing accounts that his company had lost over the years, when my business partner asked: “What did all those accounts have in common?”  After pausing to think, the client said: “In each case where we lost an [...]

Client: “John, could you prepare an independent contractor agreement for me?”
John: “Sure.  Who’s it for?”
C: “Her name is Ruby N. Rails.”
J: “What’s she going to be doing?”
C: “She’ll be doing web development, reporting to our Chief Architect.”
J: “How closely will she be supervised?”
C: “Very closely.  Our Architect has very firm ideas as to what needs [...]

Last week, my business partner Ed brought his son Alex (whose school was on spring break) into our office for an afternoon of what Ed referred to as “slave labor” (i.e. assembling packages of marketing collateral).  We and Alex were both lucky that the engagement was only a half-day; Alex because he had better things [...]

Any time you’re going to agree to confidentiality and non-use obligations (whether its your form of NDA or theirs), you need to keep in mind the potential for “contamination.”  That is, can you envision likely scenarios where it could appear to the other party that you’ve used or disclosed their information to their detriment, even [...]

Matt Mireles (http://www NULL.metamorphblog NULL.com/) called my attention to a good Venture Hacks (http://venturehacks NULL.com/articles/ndas-wazoo) thread on NDA use.  Brad Feld (http://www NULL.feld NULL.com/wp/archives/2006/02/why-most-vcs-dont-sign-ndas NULL.html) also has a very good one.  Opinions on NDA use are all over the map, so I thought it might be helpful to summarize (and add to) some of the [...]