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William Carleton, Counselor @ Law

Covers legal and investment issues facing emerging tech companies.

http://www.wac6.com/wac6/

May 22
Same-sex marriage and the accredited investor standard

Same-sex marriage and the accredited investor standard

The accredited investor standard is effectively lower for married couples. To the extent same-sex couples are denied the right to marry, this means the accredited investor standard discriminates on the basis of sexual orientation.
May 21
Boldly embracing one's vowel-deficient way

Boldly embracing one's vowel-deficient way

I saw somebody on Twitter quote the comedian Albert Brooks, to the effect that Yahoo should next spend some money to buy a vowel (Tumblr being a second, prominent acquisition of a company that lacked the letter "e" in its...
May 20
House bill to impose a deadline on SEC JOBS Act rulemaking is narrower than you might think

House bill to impose a deadline on SEC JOBS Act rulemaking is narrower than you might think

The new bill speaks only to the new Reg A authorized by the JOBS Act, and not the other rulemaking required by the JOBS Act before other reforms go into effect.

Rank this Week: 118

The D & O Diary

News and commentary on Directors and Officers Liability. By Kevin M. LaCroix.

http://www.dandodiary.com/

May 21
D&O Insurance: Separate Claims Deemed a Single Claim--What Are the Implications?

D&O Insurance: Separate Claims Deemed a Single Claim--What Are the Implications?

As I have previously noted (refer for example here), one of the most vexing issues in the D&O claims arena is the questions of whether or not two claims are or are not interrelated. If the two are interrelated, they are deemed a single…
May 20
D&O Insurance: Untimely Notice Precludes Coverage

D&O Insurance: Untimely Notice Precludes Coverage

In a May 16, 2013 decision (here), Eastern District of Missouri Magistrate Judge Terry Adelman, applying Missouri law, determined that the failure of an insured under a management liability insurance policy to provide timely notice of claim…
May 17
The Travel Issue: Madrid Edition

The Travel Issue: Madrid Edition

The D&O Diary’s European sojourn concluded with a brief stop earlier this week for business meetings in Madrid. I had never been to Madrid before. Like many Americans, I have a deep attachment to Paris, a city I have visited many…

Rank this Week: 127

Florida Estate Planning Lawyer…

Florida Estate Planning Lawyer Blog

Covers estate planning, probate, taxes, elder law, business law and employment law issues. By David M. Goldman.

http://www.floridaestateplanninglawyerblog.com/

May 14
The Advantages of Living Trusts: 6 Ways a Living Trust can Benefit Your Estate Plan

The Advantages of Living Trusts: 6 Ways a Living Trust can Benefit Your Estate Plan

Probate can have the reputation of being a nightmare, and many hate the idea of going through this process. If the idea of transferring your assets through probate daunts you, then you will be happy to know that living trusts can avoid…
May 9
The Future of Estate Planning: The Multigenerational Life Plan

The Future of Estate Planning: The Multigenerational Life Plan

Over the last year I worked with an intern in our office of a Law Review article for Texas Tech University. This article describes problems with current estate planning and takes the premise that most estate planners have become lazy because…
May 9
3 Important Reasons to Use an Estate Planning Attorney to Create a Durable Power of Attorney

3 Important Reasons to Use an Estate Planning Attorney to Create a Durable Power of Attorney

A Durable Power of Attorney (DPA) allows you, the "principal", to designate someone, the "agent", to act on your behalf. Depending on the DPA, your agent will have authority to oversee your financial affairs or your medical treatment. Having…

Rank this Week: 196

The High-touch Legal Services Blog

Provides information about the law for startup and early-stage companies. By Dana H. Shultz.

http://danashultz.com/blog

May 9
Corporate Business Filings Joins Hall of Shame

Corporate Business Filings Joins Hall of Shame

A couple of weeks ago a client emailed me with great concern. He received a letter that looked like a government demand for $225, lest a penalty of $250 be imposed by the state. It turns out that the letter was not from the state, but from…
May 7
Corporate Directors in California Can Inspect (Almost) Anything

Corporate Directors in California Can Inspect (Almost) Anything

I have written about shareholders’ rights to inspect corporate financial records and shareholder lists. This post discusses directors’ far greater inspection rights. California Corporations Code Section 1602 states: Every director…
May 3
Who Gets to See the Shareholder List?

Who Gets to See the Shareholder List?

The founder of a closely-held corporate client, knowing that some employees soon would be shareholders, recently asked whether those employee-shareholders would have the right to find out how many shares he owns. Here is the information I…

Rank this Week: 749

Andersen, Tate & Carr, P.C.

Focuses on advice for small businesses and community associations.

http://andersentatecarr.wordpress.com

May 10
Join us for the GLQC 2013 Small Business Week Awards Luncheon

Join us for the GLQC 2013 Small Business Week Awards Luncheon

Andersen, Tate & Carr is a proud to be a sponsor for the Georgia Lenders Quality Circle 2013 Small Business Week Awards Luncheon Thursday, May 23, 2013 11:30 – 2 pm Villa Christina 400 Summit Boulevard Atlanta, Georgia
May 6
Texting While Driving and the Myth of Mutlitasking

Texting While Driving and the Myth of Mutlitasking

Multitasking is the modern American way. Friends and colleagues frequently claim to be multitasking, as if bragging about their high efficiency. But decades of research by neuroscientists has definitively established that multi-tasking is a…
Apr 25
ATC’s Annual Kickin’ Cancer Cookout for Relay for Life!

ATC’s Annual Kickin’ Cancer Cookout for Relay for Life!

Join us today, April 25th, 2013 for our annual “Kickin’ Cancer Cookout“ to raise funds for the Gwinnett County Relay for Life! the cookout will be at One Sugarloaf Centre 1960 Satellite Blvd. Duluth, Georgia 30097 from…

Rank this Week: 929

Unincorporated Business Law Prof…

Unincorporated Business Law Prof Blog

Official blog of the AALS Section on Agency, Partnership, LLCs, and Unincorporated Business Associations. By University of Tulsa Professor Gregory M. Duhl.

http://lawprofessors.typepad.com/unincorporated_business/

Aug 11
About This Blog

About This Blog

The Law Professor Blogs Network has ceased publication of this blog. See Gary Rosin's new blog, Unincorporated Business Entities Law.
Jul 10
Deductibility of LLC Tax Losses. Garnett v. Commissioner (Tax Ct. 2009)

Deductibility of LLC Tax Losses. Garnett v. Commissioner (Tax Ct. 2009)

Over on Tax Prof, Paul Caron notes the recent opinion in Garnett v. Commissioner, 132 T.C. No. 19 (June 30, 2009), that allows LLC members to apply its losses to offset other income. posted by Gary Rosin
Jul 9
Incorporation Transparency and Law Enforcement Assistance Act (S. 569.IS)

Incorporation Transparency and Law Enforcement Assistance Act (S. 569.IS)

Who owns America? American business entities? That's what Senator Carl Levin (MI) wants to know. In 2008, Senator Levin (and co-sponsors, including then Senator Obama) introduced the Incorporation Transparency and Law Enforcement Act (S.…

Rank this Week: 938

Virginia Business Law Update

Covers news and legal developments affecting Virginia businesses. By PCT Law Group.

http://www.virginiabusinesslawupdate.com/

Apr 23
Fourth Circuit Substantially Reduces Jury's Emotional Damages Award in False Claims Act Case

Fourth Circuit Substantially Reduces Jury's Emotional Damages Award in False Claims Act Case

In the Fourth Circuit (the federal court with appellate jurisdiction over the district courts in Virginia, Maryland, West Virginia, South Carolina and North Carolina), six-figure compensatory damage awards are frequently viewed as excessive. …
Apr 23
Fourth Circuit Substantially Reduces Jury's Emotional Damages Award

Fourth Circuit Substantially Reduces Jury's Emotional Damages Award

In the Fourth Circuit (the federal court with appellate jurisdiction over the district courts in Virginia, Maryland, West Virginia, South Carolina and North Carolina), six-figure compensatory damage awards are rarely upheld on a motion for…
Apr 22
Government Contractor Teaming Agreement Ruled Unenforceable

Government Contractor Teaming Agreement Ruled Unenforceable

In the world of government contracts, companies frequently team together to put forward the most persuasive bid in response to a Request for Proposal (“RFP”). Such teaming arrangements often result in a teaming agreement between…

Rank this Week: 1279

Cases and Materials on Business…

Cases and Materials on Business Entities

Covers new developments in business entity law. By Seattle University School of Law Professor Eric A. Chiappinelli.

http://businessentitiesonline.typepad.com/new_developments/

Mar 25
Delaware Supreme Court on good faith and the duty of loyalty in a Revlon setting

Delaware Supreme Court on good faith and the duty of loyalty in a Revlon setting

The Delaware Supreme Court, sitting en banc, has held that the Court of Chancery erred when it ruled that liability for breach of the duty of loyalty in a bad faith context could be imposed without a showing of intent.
Sep 15
South Dakota Supreme Court on LLC dissolution

South Dakota Supreme Court on LLC dissolution

The Supreme Court of South Dakota has held that an LLC may be dissolved when two of four members refuse to renegotiate the terms of an agreement between the LLC and those two members. In Kirksey v. Grohmann, four sisters were left equal…
Sep 2
Delaware Court of Chancery on good faith and the duty of loyalty in a Revlon setting again

Delaware Court of Chancery on good faith and the duty of loyalty in a Revlon setting again

The Delaware Court of Chancery has erroneously held that it was correct in its earlier decision to permit a case to survive summary judgment under Stone v. Ritter without facts indicating that the defendants intended to violate a known duty.…

Rank this Week: 1291

Startup Law Blog

Covers legal issues and public policy issues relating to startup companies. By Joe Wallin.

http://www.startuplawblog.com/

May 20
Washington State to Regulate Fund Manager

Washington State to Regulate Fund Manager

This article is appearing simultaneously on The Venture Alley and on Startup Law Blog. Readers may feel free to re-post this content elsewhere as well. The world is changing for venture funds and similar funds in Washington…
May 17
SEC Fires Another Salvo in the “Finder” Debate

SEC Fires Another Salvo in the “Finder” Debate

The SEC recently issued orders against two individuals and a company and, in doing so, continued the debate over what conduct requires someone acting as a “finder” to be registered as a broker or dealer or associated with a…
May 17
Young Entrepreneur Social Charity Auction

Young Entrepreneur Social Charity Auction

Do you want to make a local impact right now? Are you someone interested in encouraging young entrepreneurs and leaders here in Seattle? Or, are you a young leader yourself who is interested in building a better community locally? On June…

Rank this Week: 1419

Business Licenses Blog

By Corporation Service Company.

http://www.businesslicensesblog.com/

Feb 29
Bloomington faces lawsuit over license denial

Bloomington faces lawsuit over license denial

The city of Bloomington, Indiana is facing a lawsuit after denying a business license to a woman looking to start an operation to drive party-goers home from downtown. Julie Crowe feels officials unfairly failed to approve her …
Feb 28
Poquoson approves new zoning ordinance

Poquoson approves new zoning ordinance

A new zoning ordinance has been approved in Poquoson City, Virginia, in an attempt to attract technology businesses to the area. Officials voted to create a technology zone in the city, which will offer incentives to business, the Daily…
Feb 28
Business license deficit leaves Long Beach in hot water

Business license deficit leaves Long Beach in hot water

The financial deficit created by unpaid business licenses in Long Beach, California has left the city facing budgetary problems. Officials are expecting business license tax revenues to be down nearly by $300,000 at the year’s close,…

Rank this Week: 1537

Gettins' Law

Covers business and franchising law. By Mary Beth Gettins.

http://gettinslaw.com/?page_id=7

May 22
HIPAA Solution

HIPAA Solution

Privacy and Security: Healthcare Providers Preparing for the Perfect Storm. I was approached recently by a Dental Practice. The practice was recently purchased from a retiring dentist. As part of assuming the practice, the new Dentist wished…
May 2
Handling New Deals and Closing Old Busine

Handling New Deals and Closing Old Busine

Over the last several months we have been posting about updating the franchise disclosure document. For many franchisors, the time to update the franchise disclosure document was April 30th. With the deadline for…
Apr 24
Franchisor not liable for Franchisee!

Franchisor not liable for Franchisee!

Copyright (c) 123RF Stock Photos What happens? Consumer trips and falls at a franchise store. Home owner complains that the franchisee’s work is shoddy and wants his money back. Franchisee’s employee alleges a…

Rank this Week: 1657

Startup Law Blog

Covers legal and regulatory developments in startup, securities law and regulation. By Joe Wallin.

http://startuplawblog.com

May 20
Washington State to Regulate Fund Manager

Washington State to Regulate Fund Manager

This article is appearing simultaneously on The Venture Alley and on Startup Law Blog. Readers may feel free to re-post this content elsewhere as well. The world is changing for venture funds and similar funds in Washington…
May 17
SEC Fires Another Salvo in the “Finder” Debate

SEC Fires Another Salvo in the “Finder” Debate

The SEC recently issued orders against two individuals and a company and, in doing so, continued the debate over what conduct requires someone acting as a “finder” to be registered as a broker or dealer or associated with a…
May 17
Young Entrepreneur Social Charity Auction

Young Entrepreneur Social Charity Auction

Do you want to make a local impact right now? Are you someone interested in encouraging young entrepreneurs and leaders here in Seattle? Or, are you a young leader yourself who is interested in building a better community locally? On June…

Rank this Week: 1727

Sonoma County Bankruptcy Lawyer…

Sonoma County Bankruptcy Lawyer Blog

Covers landlord-tenant, bankruptcy, small business and family law. By Richard C. Koman.

http://www.richardkoman.com

Dec 8
California eviction basic

California eviction basic

I wrote this step by step for Avvo a while back, called How to Evict a Tenant in California. It’s not just the basic procedures, but also gives a sense of the negotiation and settlement process that is key to working out a good deal. 1…
Sep 23
Thinking about college? Did you know student loan debt is nondischargeable?

Thinking about college? Did you know student loan debt is nondischargeable?

Created by: CollegeAtHome.com
Sep 23
Thinking about college? Did you know student loan debt is nondischargeable?

Thinking about college? Did you know student loan debt is nondischargeable?

Created by: CollegeAtHome.com

Rank this Week: 1844

Startup Company Lawyer

Covers venture capital, seed financings, convertible note bridge debt, M&A, option vesting and other matters. By Yokum Taku.

http://www.startupcompanylawyer.com

Aug 31
What is convertible equity (or a convertible security)?

What is convertible equity (or a convertible security)?

Quick answer: convertible equity (or a convertible security) is convertible debt without the repayment feature at maturity or interest. Background
May 26
Is crowdfunding legal?

Is crowdfunding legal?

Below is an article that I wrote for Business Law Today, a publication for the American Bar Association’s Business Law Section. Crowdfunding: Its Practical Effect May Be Unclear Until SEC Rulemaking is Complete
Jan 31
What are the terms of Yuri Milner/SV Angel’s Start Fund $150K investment into Y Combinator companies?

What are the terms of Yuri Milner/SV Angel’s Start Fund $150K investment into Y Combinator companies?

On January 28, 2011, Yuri Milner and SV Angel announced that their Start Fund would offer all Y Combinator companies $150K in convertible debt. Reactions are mixed, from “no big deal,” to “disrupting angel investing” to “

Rank this Week: 1950

San Francisco Business Lawyer Blog

Covers business entity formation and business law issues. By Kabak Law Group.

http://www.sanfranciscobusinesslawyerblog.com/

May 2
Government and Tech Industry Move to Prevent Trade Secret Theft, Both by Employees and Outsider

Government and Tech Industry Move to Prevent Trade Secret Theft, Both by Employees and Outsider

Protection of trade secrets is a critical component of business success, especially in the technology sector. Software and other tech companies have long known that they must guard their developing work against competitors, but a recent study…
Apr 25
EULAs May Prohibit Resale by Consumers of Software, Other Copyrighted Material

EULAs May Prohibit Resale by Consumers of Software, Other Copyrighted Material

When a copyright owner sells a copy of their work, they retain the right to sell or distribute additional copies. A consumer who purchases copyrighted material, such as a book, a CD or DVD, or software, is limited to personal use of the…
Apr 22
SEC Clarifies Rule Regarding Disclosure of Nonpublic Information by Public-Traded Companies via Social Media

SEC Clarifies Rule Regarding Disclosure of Nonpublic Information by Public-Traded Companies via Social Media

The Securities and Exchange Commission (SEC) recently reported on an investigation into whether a Silicon Valley technology company complied with Regulation FD. "Report of Investigation Pursuant to Section 21(a) of the Securities Exchange Act…

Rank this Week: 1999

Small Business Lawyer Blog

Covers business transactions and international small business law. By Daniel H. Erskine.

http://smallbusinesslawyer.blogspot.com/

Apr 25
Doing Business 2013: Smarter Regulations for Small and Medium-Size Enterprise

Doing Business 2013: Smarter Regulations for Small and Medium-Size Enterprise

If you are looking on information on the regulatory environment, including country ranks for starting a business, dealing with construction permits, getting electricity, registering property, getting credit, protecting investors, paying…
Feb 27
USTDA Consultant Database for Small U.S. Businesse

USTDA Consultant Database for Small U.S. Businesse

Interested in obtaining a government contract with the United States Trade and Development Agency (USTDA)? Check out the USTDA's Consultant Database for U.S. Small Businesses where your small business can register for "agency's desk study…
Jan 22
UKTI Preparing to export: ten key step

UKTI Preparing to export: ten key step

Take a look at the UK Trade & Investment (UKTI) ten key steps to starting export opertations. The ten steps UKTI recommends and describes are: 1. Review your export potential 2. Develop an action plan 3. Research and prepare to visit…

Rank this Week: 2134

Unincorporated Business Entities…

Unincorporated Business Entities Law

Edited by Professors Gary S. Rosin, Bradley T. Borden, Thomas E. Geu, Elizabeth Miller, Douglas K. Moll and Donald Scotten.

http://uberlaw.net

May 10
Delaware, Charging Orders and SMLLC

Delaware, Charging Orders and SMLLC

House Bill No. 126, introduced in the Delaware legislature on May 9, 2013, would make two amendments to the Delaware LLC Act that would affect the rights of creditors. First, Section 6 of the Bill would Section 18-703(d) of the Delaware LLC…
May 10
Delaware Default Fiduciary Fix

Delaware Default Fiduciary Fix

In its per curiam opinion in Gatz Properties, LLC v. Auriga Capital Corporation, 59 A.3d 1223 (Del. 2012)(en banc) (slip opinion), the Delaware Supreme Court called on the Delaware legislature to settle the questions of whether,…
Mar 12
Manesh on Dictum & Default Dutie

Manesh on Dictum & Default Dutie

Mohsen Manesh (Oreg.) has a working paper with the alliterative title Damning Dictum: The Default Duty Debate in Delaware” (February 21, 2013)(SSRN). The paper reacts to the Delaware Supreme Court’s opinion in…

Rank this Week: 2163

AlphaTech Counsel

Covers legal and business issues for entrepreneurs and emerging companies.

http://alphatechcounsel.com/blog

Oct 3
Board and Shareholder Approvals 101 for Emerging Technology Companie

Board and Shareholder Approvals 101 for Emerging Technology Companie

This article outlines the basic Board and Shareholder approval requirements of typical early stage emerging technology companies.
Aug 23
From Fumes to Funding Event at Forward Technology Festival 2012

From Fumes to Funding Event at Forward Technology Festival 2012

AlphaTech Counsel hosted its second annual event associated with the Forward Technology Festival 2012 - From Fumes to Funding: Incubate, Accelerate and Capital to Grow. Experienced entrepreneurs, attorneys, and founders of accelerators…
Aug 13
Wisconsin Incorporation Document

Wisconsin Incorporation Document

We figured it was about time at least one law firm did it: we are making available sample Wisconsin incorporation documents for a Wisconsin-based technology company.

Rank this Week: 2232

Delaware Non-Compete Law Blog

http://www.delawarenoncompetelawblog.com/

Jul 11
Pros and Cons of Suing the Ex-Employee’s New Employer

Pros and Cons of Suing the Ex-Employee’s New Employer

When a company pursues a former employee for violating a noncompete agreement, one of the first decisions may be whether to include the ex-employee’s new employer in the lawsuit. While attorneys who practice in noncompete litigation…
Mar 16
Settlement Discussions Not An Excuse for Delayed TRO Application To Enforce Noncompete

Settlement Discussions Not An Excuse for Delayed TRO Application To Enforce Noncompete

One of the most critical points in the enforcement of a noncompete is when a company first learns that a former employee may be engaging in unfair competition. Indeed, the steps taken by the company in the first few days can often determine…
Mar 1
American Lawyer Pens Insightful Article on Chancellor Strine

American Lawyer Pens Insightful Article on Chancellor Strine

For those of you interested in learning more about the chief judge for the Delaware Court of Chancery, there’s a great article about the Chancellor in this month’s American Lawyer.

Rank this Week: 2311

San Diego Business Lawyer Blog

Covers business formation and business litigation news and updates in California. Published By Donald Oder.

http://www.sandiegobusinesslawyerblog.com/

May 15
Minimizing Self Employment Taxe

Minimizing Self Employment Taxe

It is said that only two things in life are certain, death and taxes.  While everyone is required to pay local, state, and federal income taxes, business owners are generally subject to an additional burden - the self-employment tax…
May 8
What You Need To Know About Gross Up Provisions In Commercial Lease

What You Need To Know About Gross Up Provisions In Commercial Lease

In today's business world, with so much focus on the bottom line, most individuals and companies are looking for a way to cut operating expenses or at least pass them on to someone else.  For this reason, most commercial leases...
May 2
When Lies Become Fraud

When Lies Become Fraud

The term "fraud" is thrown around a loosely these days.  It is not uncommon for a business client to tell her attorney that she has been defrauded in a business deal because a vender lied, a partner stole from the...

Rank this Week: 2324

Arizona Business Law Blog

Covers Arizona business law. By The Kelly Law Firm.

http://www.kellylawblog.com

Apr 12
Tesla Motor’s Defamation Saga

Tesla Motor’s Defamation Saga

In certain circles, Tesla Motors is the new darling of the automotive industry – and those circles don’t take kindly when detractors trash their “Great Battery Hope.” So when New York Times reporter, John Broder,…
Jan 23
Aaron’s Law: A Necessary Change to the CFAA

Aaron’s Law: A Necessary Change to the CFAA

As all now know, Aaron Swartz took his own life recently. Common sentiment is that his death was a result of an oppressive federal lawsuit, over a victim-less crime, which would have meant a multi-decade prison sentence for the computer…
Dec 18
An Illegal Downloading Lawsuit May Be Headed To 1 First Street

An Illegal Downloading Lawsuit May Be Headed To 1 First Street

Will 2013 be the year that the Supreme Court of the United States accepts an illegal music downloading case? If K.A.D. Camara has anything to say about it, then “yes,” it will be. For about five years, K.A.D. Camara has…

Rank this Week: 2327

Indiana Business Law Blog

Covers business formation and entity selection issues in Indiana. By Brian V. Powers.

http://bvplegal.com/indianapolis-business-law-blog/

Apr 16
Your Website Legal Agreements Could Be Useless.

Your Website Legal Agreements Could Be Useless.

Did that title get you attention? The post below is an excerpt from a post I have up on PactSafe.com - a venture I am launching to help website owners make sure they are implementing website legal agreements properly. The whole field is…
Sep 19
Latest on JOBS Act: SEC Proposed Rules to Permit General Solicitation in Private Offerings – What This Means for Your Busine

Latest on JOBS Act: SEC Proposed Rules to Permit General Solicitation in Private Offerings – What This Means for Your Busine

One of the most difficult aspects of raising capital via a Private Placement / Private Offering is finding potential investors – let alone convincing potential investors to actually invest in your offering. The main culprit of this…
Jun 25
Preparing to Sell Your Business - Tips from an M&A Attorney

Preparing to Sell Your Business - Tips from an M&A Attorney

Selling your business, whether it is a long-time family business or something your built up recently, can be both exciting and stressful. Lots of times my clients are overwhelmed by not just the emotions that come along with what is…

Rank this Week: 2366

A View from the Valley

Covers issues affecting founders, startups and investors. By Matt Bartus.

http://www.mattbartus.com

Apr 8
There is no such thing as Founder Stock (legally speaking)

There is no such thing as Founder Stock (legally speaking)

I often have a discussion that goes like this: New employee: “I want Founder Stock” Me: “I see, you want to buy Common Stock” New employee: “No, I want Founder Stock, just like the founders…
Apr 7
Cooley Venture Capital Financing Report – 2012 Year in Review

Cooley Venture Capital Financing Report – 2012 Year in Review

Cooley LLP recently released a report on venture financings for 2012. The report provides a summary of data reflecting our experience in venture capital financing terms and trends. Information is taken from transactions in which Cooley served…
Nov 26
Cooley Releases Q3 2012 Venture Financing Report

Cooley Releases Q3 2012 Venture Financing Report

Cooley LLP recently released its 3rd Quarter 2012 venture financing report. The report analyzes Cooley’s venture capital transactions nationwide that closed during this period, representing 81 deals and over $960 million in…

Rank this Week: 2459

AMS Counsel Blawg

Covers business law, employment agreements, and start-up considerations. By Anne Marie Segal.

http://annemariesegal.com/

Apr 30
My Biggest Risk, Finding My Core – One Year Later

My Biggest Risk, Finding My Core – One Year Later

My biggest risk was giving up security in exchange for self-direction. In the process, I broke through and found my core, which drives my life and practice today. Here’s my story. One year ago today, I walked out the doors for the…
Apr 24
International Clients – Ten Points to Consider

International Clients – Ten Points to Consider

“A client from Hong Kong is not so different than one from Ohio. It’s just another name on a document and an annoying time zone.” That was how, when I was a summer intern during law school, a junior associate (let’s…
Apr 2
The 100 Greatest Songs – Copyright Alert

The 100 Greatest Songs – Copyright Alert

New topic alert! As a new practice area of mine, copyrights will be a topic for future posts, along with my usual fare (business law, trademarks, estate planning and other legal topics). Copyrights are fun to write about, and it is fun to…

Rank this Week: 2534

Chris B Law

Covers Iowa business law. By Christine Branstad.

http://chrisblaw.com

Nov 11
Business blockbusters from the Iowa Supreme Court

Business blockbusters from the Iowa Supreme Court

My last post discussed Summer Reads for Iowa Businesses. Viewers may again watch arguments in front of the Iowa Supreme Court. In case you missed reading Iowa Supreme Court cases this summer, this post reviews some of the summer’s…
Aug 23
Summer Reads For Businesses in Iowa

Summer Reads For Businesses in Iowa

Summer Reading for business leaders often includes motivational books. Classics include: Good to Great – Jim Collins Getting to Yes – Roger Fisher and William Ury How to Win Friends and Influence People – Dale Carnegie If you read my…
May 13
The Gift That Keeps on Giving…Until Expirationby

The Gift That Keeps on Giving…Until Expirationby

This week, I spoke to merchants from the Historic East Village and answered questions about gift cards. Gift cards, or gift certificates, are subject to state and federal restrictions – some overlapping, some conflicting and some…

Rank this Week: 2595

Before You Do Business

Explores legal issues on doing IT, telecom and auto business in Mexico. Edited by Alberto Esenaro.

http://beforeyoudobusiness.com/

May 21
Audi Could Double Mexico Production to 300,000 Unit

Audi Could Double Mexico Production to 300,000 Unit

According to Audi CEO Rupert Stadler, Audi is on the path to strengthening already strong sales in the North American market with the laying of the foundation stone of automaker's new plant in San José Chiapa, Mexico. "[This is]…
May 7
Mexican Telecom Reform has passed … What´s next?

Mexican Telecom Reform has passed … What´s next?

Last April 30, Mexican Congress finally approved the Constitutional Reform on telecom (and anti-trust). Now it is time for the 31 State Congresses to review and approve. If any 16 Congresses approve the Reform, it will become a finished…
May 3
Mexico Reforms Attract U.S. Investor

Mexico Reforms Attract U.S. Investor

Mexico’s transformation from an inward-looking, oil-dependent country to one of the planet’s most dynamic and open economies in twenty years has been, according to experts, astonishing. While U.S. investors have always…

Rank this Week: 2628

iVLG Business Law Blog

Covers news, strategy and legal services of businesses and entrepreneurs. By inVigor Law Group PLLC.

http://www.invigorlaw.com/blog/

Nov 20
A Practical Guide to Reseller Permits in Washington State

A Practical Guide to Reseller Permits in Washington State

It’s important to keep up-to-date on state and local regulations that govern the purchase and sale of goods within Washington state, including which sales taxes may affect your business. Washington no longer uses resale certificates;…
Nov 15
iVLG News Roundup Week 44: Law Firm Merger, Starbucks Acquisition, BP Oil Spill Resolution

iVLG News Roundup Week 44: Law Firm Merger, Starbucks Acquisition, BP Oil Spill Resolution

Mergers and Acquisitions Starbucks Acquires Teavana for $620 Million Cash On Thursday, the Seattle-based coffee giant announced its plan to acquire Atlanta-based tea company, Teavana Holdings Inc. This acquisition comes as part of…
Nov 9
iVLG News Roundup Week 43: Whistleblower Wins, Google Venture, Dodd Frank, etc.

iVLG News Roundup Week 43: Whistleblower Wins, Google Venture, Dodd Frank, etc.

Regional News Whistleblower Receives Multi-Million Dollar Settlement The former CFO of Seattle-based biopharmaceutical company Omeros Corp., Richard Klein, received nearly $4 million in settlement to resolve a wrongful termination and…

Rank this Week: 2763

San Jose Business Lawyers Blog

Covers business transactions, start-ups, and mergers. By Structure Law Group, LLP.

http://www.sanjosebusinesslawyersblog.com/

May 22
I Gave It All To You, So Why Don't You Like Me: Post-Closing Disputes in Mergers and Acquisition

I Gave It All To You, So Why Don't You Like Me: Post-Closing Disputes in Mergers and Acquisition

As a veteran M & A lawyer in San Jose, where deal making has never gone out of style, I have been though my share of mergers and acquisitions. For business counsel, the closing of a deal is one of the times I get to spike the ball in the…
May 13
Recent California Tax Law Change

Recent California Tax Law Change

Some tax law changes recently went into effect that that will have an impact on both individuals and businesses in San Jose and throughout the State: Yet Another Gas Tax Increase On February 28th the Board of Equalization approved a 3.5 cent…
Apr 23
Lender Liability After the "Riverisland" Ruling - A Time To Assess Lending Procedures?

Lender Liability After the "Riverisland" Ruling - A Time To Assess Lending Procedures?

In the wake of the California Supreme Court's Riverisland ruling concerning lender liability, lenders in the San Francisco Bay Area and Silicon Valley may want to evaluate and consider modifying their current lending procedures. As a San…

Rank this Week: 2776

Indiana Business Law Blog

Covers small business law. By Smith Rayl Law Office, LLC.

http://www.indianabusinesslawblog.com/

Mar 20
The $50 million question: Can businesses use unpaid interns?

The $50 million question: Can businesses use unpaid interns?

Two years ago we discussed whether nonprofit organizations and businesses can lawfully use unpaid interns. One of the key questions is whether the intern is actually an employee subject to the Fair Labor Standards Act. If so, the intern…
Mar 17
Indiana Smoking Ban

Indiana Smoking Ban

The "Indiana Smoke Free Air Law," which was passed last year by the Indiana General Assembly and took effect on July 1, 2012, bans smoking in most Indiana businesses and nonprofit organizations. We thought the General Assembly might…
Feb 8
Proposed Changes to Indiana LLC Statute Part 2: Charging Order Protection

Proposed Changes to Indiana LLC Statute Part 2: Charging Order Protection

In my last post, I discussed HB 1394, a bill pending in the Indiana General Assembly that would make several amendments to the statute that governs Indiana limited liability companies. One of the most important changes is to strengthen the…

Rank this Week: 2788

Perry Krumsiek & Jack Law Blog

Covers business, health care, intellectual property and media law.

http://pkjlawblog.wordpress.com/

Feb 2
Here’s One Government Program Worth HARPing On

Here’s One Government Program Worth HARPing On

If you are one of the hundreds of thousands of Americans permanently traumatized by the government’s highly lauded, but horribly executed, loan modification program, take heart. I’m here to tell you that there’s another government…
Oct 27
The Lincoln Lawyer

The Lincoln Lawyer

Before Abraham Lincoln became our greatest president, he was a great corporate lawyer. And before he was a corporate lawyer, he was a brilliant trial lawyer. In the 1840s, Lincoln represented a Revolutionary War widow who had been bilked…
Oct 22
Cornell Scores in Forum Case

Cornell Scores in Forum Case

PKJ’s Timothy Cornell scored a significant victory Friday, when U.S. District Judge Richard G. Stearns dismissed a multimillion case against an Internet company, finding that the plaintiff was bound by his contract’s forum selection…

Rank this Week: 2824

Blake Firm Business Law Blog

Covers business law, contracts, business litigation and intellectual property issues.

http://theblakefirm.com/blog/

Jan 29
Austin Innovation Week & RISE Entrepreneurship Conference Presentation

Austin Innovation Week & RISE Entrepreneurship Conference Presentation

We are proud to announce two new business law presentations in the month of May. For the third year in a row, we are hosting a presentation with the RISE Entrepreneurship Conference. We are also hosting a business law presentation ……
Oct 8
Enforcing Texas Employment Contracts & Non-Compete Agreement

Enforcing Texas Employment Contracts & Non-Compete Agreement

Non-compete agreements in employment contracts are often misunderstood by both employers and employees. Texas employment law generally protects employees, and Texas is known as a right to work state, often construing employment contracts and…
Oct 2
Selling a C-Corp: Stock Sale vs Asset Sale

Selling a C-Corp: Stock Sale vs Asset Sale

Selling a corporation is generally achieved by either an asset sale or by selling all company stock. When selling a business in Texas, selling the stock of a C-corporation rather than just selling the company assets often results in better…

Rank this Week: 2843

Iowa LLC Blog

By Dickinson Mackaman Tyler & Hagen, PC.

http://www.dickinsonlaw.com/blog-search-page/?bcat=31

Nov 25
Single member LLCs cannot escape the authority of a bankruptcy trustee

Single member LLCs cannot escape the authority of a bankruptcy trustee

In re First Protection, Inc., 2010 WL 5059589 (9Th Cir. BAP [Ariz.] November 22, 2010) is another case involving the attempt by a single member of an LLC to prevent a bankruptcy trustee from exercising management rights over the LLC.
Nov 25
Iowa State Bar Association’s Business Law Council opposes HSB 42

Iowa State Bar Association’s Business Law Council opposes HSB 42

HSB 42 would amend the Iowa Business Corporation Act to mandate that publicly-held Iowa corporations have staggered terms for board of directors and only permit directors of such boards to be removed for cause. The ISBA Business Law Council…
Nov 25
Delaware Chancery Court issues an important ruling on poison pills and hostile takeover

Delaware Chancery Court issues an important ruling on poison pills and hostile takeover

In a comprehensive, 153-page ruling, Chancellor Chandler provides a detailed overview of the responsibilities of a target board when faced with a structurally non-coercive, all-cash, fully financed hostile takeover.

Rank this Week: 2846

VC Research Network

Venture Capital blawg by Boalt Hall Law School Law Professors Jesse M. Fried, Ken Taymor, and Robert Bartlett, III

http://vc.berkeleylawblogs.org/

Apr 5
Carrots & Sticks: How VCs Induce Entrepreneurial Teams to Sell Startup

Carrots & Sticks: How VCs Induce Entrepreneurial Teams to Sell Startup

[Editor’s Note: This post comes to us from Professors Jesse Fried and Brian Broughman] Venture capitalists (VCs) play a significant role in the financing of high-risk, technology-based business ventures. VC exits usually take one of…
Mar 26
Delaware Law as Lingua Franca: Theory and Evidence

Delaware Law as Lingua Franca: Theory and Evidence

[Editor’s Note: This post comes to us from Professors Jesse Fried, Brian Broughman and Darian Ibrahim) Delaware dominates the corporate chartering market in the U.S—it is the only state that attracts a significant number of…
Feb 27
The Dynamics of Venture Capital Contract

The Dynamics of Venture Capital Contract

(Editor’s Note: This post comes to us from Professors Carsten Bienz and Julia Hirsch).

Rank this Week: 2883

Business and Corporate Disputes

Features litigation information and insight for business owners, corporate management, directors, officers, members, managers, and shareholders. By Matt McKinney.

http://corporatedispute.com

May 21
Iowa Law Protects LLC’s Owners From Personal Liability

Iowa Law Protects LLC’s Owners From Personal Liability

A February 27, 2013 Iowa Court of Appeals opinion serves as yet another real-world example of how and why taking the time to set up a formal entity – in this case an Iowa LLC – can benefit and provide protection ……
May 18
PART II – 2013 Law Eliminates Statutory Authority to Recover Attorneys’ Fees in Derivative Litigation

PART II – 2013 Law Eliminates Statutory Authority to Recover Attorneys’ Fees in Derivative Litigation

PART II – 2013 Changes to the Iowa Business Corporation Act. This post addresses yet another substantive change to Iowa law – as adopted by the 2013 legislature – and which relates to the ability to recover reasonable…
May 17
PART I – A Director’s Fiduciary Duty to Question and Disclose Information?

PART I – A Director’s Fiduciary Duty to Question and Disclose Information?

PART I – 2013 Changes to the Iowa Business Corporation Act. This post is the first in a series of posts that will address several changes to the Iowa Business Corporation Act (Iowa Code Chapter 490) as approved by the … Continue…

Rank this Week: 2931

Hyndman Law Blog

Covers intellectual property, startups and technology law.

http://hyndmanlaw.com/blog/

May 21
A Primer for Fundraising on AngelList

A Primer for Fundraising on AngelList

A fascinating inside look at a round financed on AngelList. ——– Hyndman | Law provides business law services to technology businesses and to startups. Contact us here to learn more about us.The post A Primer for Fundraising…
May 16
Are Unpaid Internships Legal in Ontario?

Are Unpaid Internships Legal in Ontario?

The Ministry of Labour has recently updated its page on internship. Misconceptions about the use of interns are common – this is a worthwhile read for technology businesses. ——– Hyndman | Law provides business law…
May 15
“Splitting up the Pie: Considerations for setting initial equity ownership among founders”

“Splitting up the Pie: Considerations for setting initial equity ownership among founders”

This is a somewhat involved but thorough and very smart post about an issue that confronts almost every founder – how to split the pie. Hat tip to @DavidCrow for noticing it.The post “Splitting up the Pie: Considerations for…

Rank this Week: 2983

Wisconsin Business Law Blog

By Schober & Mitchell, S.C.

http://www.wisconsinbusinesslawblog.com

May 10
Attorneys Speaking at Local Title 19 Seminar

Attorneys Speaking at Local Title 19 Seminar

Two of our firm’s estate planning experts will be speaking about on asset preservation at an upcoming event to occur May 22 at The Legend at Bristlecone Pines, near Hartland. John Sage and Patricia Prestash will present…
Mar 26
Business Deductions Passed as a Result of the Fiscal Cliff

Business Deductions Passed as a Result of the Fiscal Cliff

While the new tax law was aimed at averting the “fiscal cliff,” it contained some provisions which benefitted American business. As I see it, here they are: Section 179 Deductions – in 2012, Section 179 (first year…
Feb 13
Trucking Companies’ Biggest Headaches: Overweight Ticket

Trucking Companies’ Biggest Headaches: Overweight Ticket

Recently, one of my partners, Eric Raskopf, published the following on his legal blog, On Legal Ground. For those of you running trucks who occasionally get stopped for overweight tickets, it may provide you with a cost effective way to get…

Rank this Week: 3076

Iowa Business Law

Covers business law, estate planning, and insurance law topics as they pertain to Iowa. By Samuel I. Kreamer.

http://iowabusinesslaw.com

Sep 9
Buying a Business, Essential Qualities: Commitment

Buying a Business, Essential Qualities: Commitment

This blog is part of a series of blogs on buying a business. We are first exploring the qualities you need when deciding to whether or not you are should buy a business. I encourage you to go back and read the previous blogs. This week…
Sep 9
Buying a Business, Essential Qualities: Commitment

Buying a Business, Essential Qualities: Commitment

This blog is part of a series of blogs on buying a business. We are first exploring the qualities you need when deciding to whether or not you are should buy a business. I encourage you to go back and read the previous blogs. This week we are…
Jul 21
Buying a Business: Access to Expertise

Buying a Business: Access to Expertise

This blog is part of a series of blogs on buying a business. We are first exploring the qualities you need when deciding to whether or not you are should buy a business. I encourage you to go back and read the previous blogs. This week we…

Rank this Week: 3260

a little legal blog

A eclectic mix of beer, law, legal issues, and what ever strikes John's fancy. By the Law Office of John Szymankiewicz, PLLC.

http://jslawcenter.wordpress.com/

Feb 6
So you want to start a “Non-Profit” business?

So you want to start a “Non-Profit” business?

Guest Blog Spot: Kelvin L. Spragley, Ph.D., M.Ed., B.S., A.A. I get a lot of questions about non-profit businesses. So, I decided to turn to an expert. I’ve known Dr. Spragley for several years and he’s my go-to guy when it…
Feb 6
So you want to start a “Non-Profit” business?

So you want to start a “Non-Profit” business?

Guest Blog Spot: Kelvin L. Spragley, Ph.D., M.Ed., B.S., A.A. I get a lot of questions about non-profit businesses. So, I decided to turn to an expert. I’ve known Dr. Spragley for several years and he’s my go-to guy when it…
Aug 21
Best of… for the week of August 13, 2012

Best of… for the week of August 13, 2012

Here’s my round-up (a couple of days late) of last weeks best stories and articles for Small Business and Beer Business.

Rank this Week: 3282

Long Island Small Business Law…

Long Island Small Business Law Blog

Covers business entities, small business and startups. By Ellen A. Victor.

http://longislandbusinesslawyer.com

Apr 4
Small Businesses Bouncing Back

Small Businesses Bouncing Back

New hires, expansion, growing demand, increasing sales. According to this article http://www.bostonglobe.com/business/2013/03/26/small-businesses-rebounding-from-tough-times/JicWotXrDrLKguAQp6lWkI/story.html?s_campaign=8315 in the Boston…
Dec 31
Do You Have Perfect Pitch?

Do You Have Perfect Pitch?

The elevator speech, so named because you should be able to describe your business and get the listener to want to hear more in the time an elevator ride takes, is a skill every small business owner needs to know.
Nov 14
Ellen Victor is quoted in the Long Island Business New

Ellen Victor is quoted in the Long Island Business New

Yours truly was quoted in the most recent edition of Long Island Business News on the importance of business succession planning and partnership agreements. Read it here.

Rank this Week: 3365

California Business Attorney Blog

Covers business formation and intellectual property issues. By Bly Law, PC.

http://www.californiabusinessattorneyblog.com/

Aug 16
Is Apple Negotiating With the Cable Industry to Change the Way We Watch Television?

Is Apple Negotiating With the Cable Industry to Change the Way We Watch Television?

By: William Bly
May 25
Fox, NBC and CBS Sue Dish Network Over New Service That Allows Viewers to Skip Commercial

Fox, NBC and CBS Sue Dish Network Over New Service That Allows Viewers to Skip Commercial

By: William Bly
Apr 16
Ninth Circuit Opinion Demonstrates Difficulty for Fashion Wholesalers and Retailers Accused of Copyright Infringement to Dismiss Cases Before Trial

Ninth Circuit Opinion Demonstrates Difficulty for Fashion Wholesalers and Retailers Accused of Copyright Infringement to Dismiss Cases Before Trial

By: Shanen Prout

Rank this Week: 3468

Forward Thinking

Provides legal news, analysis, and tips to small business owners in Texas. By Zumwalt Law Group, PLLC.

http://www.forwardthinkingblog.com/

Sep 20
Overview of Discrimination Laws Affecting Texas Businesse

Overview of Discrimination Laws Affecting Texas Businesse

Discrimination laws were written to protect current and potential employees from adverse treatment based not on their qualifications or performance, but on some protected aspect of their being. While most small businesses never have to deal…
Sep 18
Common Elements of Partnership Agreement

Common Elements of Partnership Agreement

Texas partnership agreements are, by statutory design, flexible documents. Partnerships are one of the oldest forms of business entities and vary widely in structure across industries and uses. Our goal in this post is to give a general…
Jul 13
Tips For Opening a Food Truck in Texa

Tips For Opening a Food Truck in Texa

After a long day’s work, you come home hungry and open your fridge in search of food, only to discover that your fridge is empty. As your stomach grumbles, you begin to sort through your options. A restaurant? No, you want something…

Rank this Week: 3769

Legal Chic

Covers civil, business, and fashion law. By the Law Office of Judith E. Hoover.

http://jehoover.com/blog.html

Mar 2
MONDAY CIVIL LITGATION: DISCOVERY 101: RESPONDING TO DEMAND FOR PRODUCTION OF DOCUMENTS

MONDAY CIVIL LITGATION: DISCOVERY 101: RESPONDING TO DEMAND FOR PRODUCTION OF DOCUMENTS

MONDAY CIVIL LITGATION DISCOVERY 101: RESPONDING TO DEMAND FOR PRODUCTION OF DOCUMENTS 1. What is the time limit for responding to a Demand for Production of Documents? …
Aug 10
FASHION LAW FRIDAYS: COTTAGE INDUSTRIES AND THE MYTH OF THE $100 STARTUP

FASHION LAW FRIDAYS: COTTAGE INDUSTRIES AND THE MYTH OF THE $100 STARTUP

FASHION LAW FRIDAY: COTTAGE INDUSTRIES AND THE MYTH OF THE $100 STARTUP
Aug 8
BUSINESS WISDOM WEDNESDAYS: PARTNERSHIPS 101

BUSINESS WISDOM WEDNESDAYS: PARTNERSHIPS 101

BUSINESS WISDOM WEDNESDAYS: PARTNERSHIPS 101 This will be the first post in a series regarding partnerships. First, I will begin with an overview of what a partnership is and how it is formed. The next post in the series will…

Rank this Week: 3870

New York & New Jersey Business…

New York & New Jersey Business Lawyer Blog

Covers business startup law. By Samuel C Berger, PC.

http://www.newjerseybusinesslawyersblog.com/

May 8
Employees in a New Jersey Family Business May Not Be Relatives, but Should Be Part of the Business Family

Employees in a New Jersey Family Business May Not Be Relatives, but Should Be Part of the Business Family

"Family business" typically refers to a business owned by members of the same family, but it also often means that family members run the business. Many "family" businesses may need to take on some employees who are not family members, and…
Apr 25
Proposed State and Federal Legislation Offers Tax Incentives for Technology Investment, Job Creation, and More

Proposed State and Federal Legislation Offers Tax Incentives for Technology Investment, Job Creation, and More

Lawmakers often use state and federal tax laws to encourage certain types of business activity, or to discourage activities in lieu of banning them. Tax breaks often serve as incentives to investors and entrepreneurs to focus on a particular…
Apr 11
Winding Up and Dissolving a New Jersey Busine

Winding Up and Dissolving a New Jersey Busine

Just as new businesses start every day, some businesses must cease activities, wind up their affairs, and dissolve. This can occur for any number of reasons, including bankruptcy or the decision of the owners to stop doing business. Any New…

Rank this Week: 3911

Emerge

Provides information for new and growing businesses. By LeClair Ryan.

http://emergeblog.net/

Feb 19
NDAs Are Easy As MSVEPNFTL

NDAs Are Easy As MSVEPNFTL

Nondisclosure agreements (NDAs) are generally straightforward documents and follow a consistent format. People often pull a form off the internet, fill in the blanks and send it off to the other side. Likewise, recipients of NDAs often skim…
Jan 15
5 MPH Over the Speed Limit? More Like Hitting a Hobo on a Dirt Road in West Virginia

5 MPH Over the Speed Limit? More Like Hitting a Hobo on a Dirt Road in West Virginia

If you have started a company that needs outside investors, then you have run into someone who offered to raise money for you. [ CONTINUE READING → ]
Sep 24
Why is a PPM like a BLT?

Why is a PPM like a BLT?

PPMs (Private Placement Memos for the uninitiated) look pretty complicated. They’re usually thick documents full of run-on sentences, some charts and a few paragraphs in all caps. A client asked me to describe a PPM’s structure. I drew a…

Rank this Week: 4074

Nashville Business Attorneys Blog

Covers Tennessee business formation and business law. By the Law Office of Larry R. Williams PLLC.

http://www.nashvillebusinessattorneysblog.com/

Jan 12
Questions About the Final Paycheck for Terminated Employees.

Questions About the Final Paycheck for Terminated Employees.

I recently had a business client call me with some questions about the final paycheck for an employee that he was terminating. These questions come up from time to time for our Tennessee business attorneys and every business that has…
Jan 2
New Tennessee Employment Verification Law Takes Effect January 1, 2012

New Tennessee Employment Verification Law Takes Effect January 1, 2012

There are various new laws in the State of Tennessee taking effect January 1, 2012 and our Tennessee business attorneys have been reviewing them to determine their impact on our clients. One of these laws that will impact the hiring…
Dec 29
What happens if I forget to file my Annual Report with the Tennessee Secretary of State?

What happens if I forget to file my Annual Report with the Tennessee Secretary of State?

Many of our business clients have been calling our Tennessee business law firm because they are receiving a notice from the Tennessee Secretary of State that their Annual Reports are due. All business entities registered in Tennessee must…

Rank this Week: 4194

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