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Six MBBP Attorneys Selected for 2017 Super Lawyers / Rising Stars List 10/17/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, MBBP news.
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Super Lawyers, “a rating service of outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement,” has named their selections for Super Lawyers and Rising Stars of 2017. The selection process involves peer nominations, independent research and peer evaluations. MBBP announces attorneys Peter Barnes-Brown, Scott ConnollyJohn Hession, Joe Marrow, and John Tumilty have been chosen to this year’s Super Lawyer listErin Bryan was named to the Rising Stars list.

Congratulations to our 2017 Honorees!

Amanda Schreyer Speaking on Social Influencers Panel for the Copyright Society of the USA 10/12/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events, Intellectual Property, Internet and E-Commerce.
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AES Headshot Photo 2017 (M1117143xB1386)Curious about who social influencers are and how they develop their careers and business relationships with brands and services? Don’t miss MBBP intellectual property attorney Amanda Schreyer on the Copyright Society of the USA’s panel “Social Influencers: Copyright, Publicity and Social Media Contracting.” Amanda, along with Maria Guerra of Influence Central, will speak about the relationship between social influencers and intellectual property and internet law. The panel will be held on October 30, 5:30-7pm at Northeastern University School of Law.

More information and registration details can be found on the Copyright Society’s event page.

Behind the Curtain: An inside look into the operations of VC firms – MBBP Venture Capital Event, November 7 10/11/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events, Financial Services, MBBP news, Venture Capital & Private Equity.
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MRJ Headshot Photo 2017 (M1047116xB1386)Our venture capital event, Behind the Curtain: an inside look into the operations of VC firms, will be held on Tuesday, November 7 from 4:30-6pm at the Cambridge Innovation Center (CIC). Moderated by corporate attorney Mike Jabbawy, the panel will explore how the internal realities of a venture capital firm might have an impact on a technology company looking to build a business based on a venture capital finance strategy. The panel includes:

Dana Callow, Managing General Partner, Boston Millennia Partners
Frank Castellucci, General Counsel & Partner, Accomplice
Juan Luis Leung-Li, Partner, Tectonic Ventures

Space is limited!  View our event page for more information and to register for the event.

Attack of the Indirect Investor, Again 09/28/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Financial Services, Private Investment Funds & Advisers.
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JHW Headshot Photo 2016 (M0990045xB1386)A Texas-based retirement fund that does not own any Uber securities sued Uber and its former chief executive officer Travis Kalanick for making misleading statements to investors. The retirement fund claims that it was harmed when the value of its indirect investment in Uber fell after investors learned that Uber was “operating a business far different than what investors had been led to believe.” In the follow-up article to his previously published piece, Attack of the Indirect Investor, private funds attorney Josh Watson outlines yet another case involving a lawsuit by indirect investors, and the consequences for investment managers.

Read Attack of the Indirect Investor, Again. For more information, please contact Josh Watson or a member of our PIFA practice.

Amanda Schreyer Named Co-Chair of New England Copyright Society Chapter 09/25/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Intellectual Property.
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AES Headshot Photo 2017 (M1117143xB1386)MBBP counsel, Amanda Schreyer, has been named co-chair of the New England chapter of the Copyright Society of the U.S.A. The Copyright Society is a non-profit organization aimed toward copyright law awareness and education. Its mission is to “foster interest in and advance the study and understanding of copyright law in literature, music, art, theater, motion picture, television, computer software, architecture, and other works of authorship, and their distribution through both traditional and new media.”

The Copyright Society’s members include attorneys and professionals from leading IP firms and media and entertainment industries, as well as others.

Learn more about the Copyright Society.

Attack of the Indirect Investor 09/21/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Financial Services, Private Investment Funds & Advisers.
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JHW Headshot Photo 2016 (M0990045xB1386)A company’s indirect investors may sue the company and its principals for fraud, according to a recent federal court ruling in Robert Colman et al. v. Theranos Inc. et al. Private funds attorney Josh Watson discusses the case in his article “Attack of the Indirect Investor.” He explains that investment managers who syndicate investment opportunities through single purpose vehicles (SPVs) should be concerned about the ruling because it undermines their control over potential disputes with portfolio companies and their relationships with portfolio company management.

Read the full article on our website. For more information, please contact Josh Watson or a member of our PIFA practice.

John Hession Speaking on Panel at AUTM 2017 Eastern Region Meeting 09/19/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events.
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JMH Headshot Photo 2015 (M0846571xB1386)At the Association of University Technology Managers (AUTM) Eastern Region Meeting, corporate attorney John Hession will participate on the panel “Title Founders and Initial Equity Distribution for Startups.” The panel will explore equity distribution among founders, universities, management, and employees during new company formation, and the impact of this distribution on the company’s success. The panel will include the following participants:

Moderator:
William Rosenberg, Startup Consultant

Speakers:
Irene Abrams, Boston Children’s Hospital
Abigail Barrow, Massachusetts Technology Transfer Center

Additional information can be found on the AUTM 2017 Eastern Region Meeting event page.

“Practicing TM, Copyright, IP & Related Areas of Law”: Amanda Schreyer Speaking at BPLA Event 09/18/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events, Intellectual Property.
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AES Headshot Photo 2017 (M1117143xB1386)Intellectual property attorney Amanda Schreyer will speak at the Boston Patent Law Association’s “Making Connections in Boston’s IP Community” event on October 18. Amanda will speak on the panel “Practicing TM, Copyright, IP & Related Areas of Law,” which will discuss pathways to practices as an IP lawyer in various settings. The panel discussion will be of particular interest to law students, recent law school graduates, STEM students, and others interested in intellectual property law careers.

The panel will be held from 5:00-6:30pm at District Hall in Boston’s Innovation District. View the event page for more information and to register.

Josh Watson Moderating Private Equity and VC Funds Program at ABA Business Law Section Annual Meeting 09/14/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events, Financial Services, Private Investment Funds & Advisers, Venture Capital & Private Equity.
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JHW Headshot Photo 2016 (M0990045xB1386)At this year’s ABA Business Law Section Annual Meeting, private funds attorney Josh Watson will serve as the program chair and moderator for the program “End of Life Issues for Private Equity and Venture Capital Funds.” The program will be presented by the Private Equity and Venture Capital committee and will cover issues faced by private funds as they approach the end of their life spans. Topics include term extensions, secondary sales, restructurings, and conflicts of interest.

The program will be held this Friday, September 15 at 8am. For more information, view the meeting guide.

Amanda Schreyer Speaking at the Boston Bar Association on IP Protection of Fictional Characters 09/12/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events, Intellectual Property.
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AES Headshot Photo 2017 (M1117143xB1386)At the Boston Bar Association on September 29, intellectual property attorney Amanda Schreyer will present on “Intellectual Property Protection and Exploitation of Fictional Characters.” The presentation will outline the most important cases addressing the protection of fictional characters using copyright, trademark, and publicity law. Additionally, it will cover the legal principles that are permitting non-character owners to use the characters in new ways.

The presentation will take place at the Boston Bar Association from 12-1pm on September 29th. Register today to reserve your place.

Mike Cavaretta Moderating Startup Coalition Panel on Avoiding Legal Snafus 09/12/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events.
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Michael J Cavaretta (MJC)Corporate attorney Mike Cavaretta will moderate the Startup Coalition panel “An Ounce of Prevention: How Startups Can Avoid Legal Snafus.” The panel of startup and legal veterans will discuss on which legal precautions startups should focus their limited resources in order to reduce the likelihood of long term consequences on their business.

The panel will take place on September 20th at WeWork. View the event page for more information and registration details.

Carl Barnes Comments on Earnout Disputes in Startup Acquisitions in Wall Street Journal 09/05/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Life Sciences, M&A.
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CFB Headshot Photo 2015 (M0846497xB1386)The Wall Street Journal article “Rise of ‘Earnouts’ Muddies M&A Waters” discusses the increasing landscape of earnout agreements in startup acquisitions. As the article states, earnout agreements are often used in order to settle differences over a company’s valuation, but are frequently leading to disputes over milestone payments. MBBP corporate partner Carl Barnes remarks that:

Concern about the potential for earnout disputes is leading startups to take proactive measures, such as creating escrow accounts to fund legal battles. Typically, funds for the escrow come off the top of the cash paid up front. If the funds are never used, they are disbursed to shareholders.”

Additional measures involve how the earnout agreements are initially structured and negotiated within the deal. For more information, read the full article.

MBBP Welcomes Intellectual Property Attorney Amanda Schreyer as Counsel 08/23/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Computer Software & Hardware, Games & Interactive Entertainment, Intellectual Property, Internet and E-Commerce, MBBP news, Publishing & Media.
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AES Headshot Photo 2017 (M1117143xB1386)We are pleased to announce the addition of Intellectual Property Counsel Amanda Schreyer.

Amanda will continue to concentrate her practice on privacy and data security, licensing and strategic alliances, trademark, and transactional matters. Schreyer’s clients include video game and software developers, digital influencers, media publishers, influencer marketing agencies and other intellectual property holders.

Amanda regularly advises clients on such matters as sweepstakes and contest rules and regulations, native advertising and sponsored content, and FTC endorsement and disclosure requirements. She has substantial experience negotiating film, television, and book deals, and is very knowledgeable about talent collective bargaining agreements. Amanda prosecutes trademarks at the U.S. Patent and Trademark Office, and also advises creative entrepreneurs in connection with a variety of transactional matters.

We invite you to contact Amanda directly.

Lisa Warren Examines the Value of In-Person Interviews for Expediting Patent Allowance in Mass. Lawyers Weekly Article 08/15/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Intellectual Property, Life Sciences.
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LMW Headshot Photo 2015 (M0846622xB1386)In her Massachusetts Lawyers Weekly article “Expediting Patent Allowance with In-Person Interviews,” patent attorney Lisa Warren explains why it may be beneficial to take advantage of in-person interviews with the U.S. Patent & Trademark Office in order to expedite the allowance of a patent. Although options such as telephone or video conference interviews may be available and more convenient, Lisa notes:

sometimes there is simply no substitute for direct interpersonal interaction with an examiner to build rapport and improve the mutual understanding of the issues.”

Additionally, Lisa addresses relevant considerations when deciding if in-person interviews are preferable during the patent application process, as well as requirements for the interview itself. These and other insights from Lisa can be found in the full article.

Mike Jabbawy Participating on Shoobx Startup Panel 08/08/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events, Venture Capital & Private Equity.
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MRJ Headshot Photo 2017 (M1047116xB1386)On September 26, corporate partner Mike Jabbawy will take part in the panel “How to Start a Startup”. The panel is part of Shoobx’s Startup Series, which features real life stories from startup founders, investors, and community members. Items of discussion will include choosing a form of entity for a business, choosing co-founders, and how to find assistance to get your business off the ground.

For more information, including registration details, visit our VCs and Startups blog.

Scott Connolly Comments on the Importance of Properly Classifying Workers in Accounting Today 08/03/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Employment.
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M0846523In Accounting Today’s article “Properly Classifying Workers Remains a Major Problem“, employment attorney Scott Connolly comments on how worker misclassification is a prevalent issues for both the Internal Revenue Service and state taxing officials. Companies that misclassify employees as independent contractors avoid paying numerous payments under the Federal Family and Medical Leave Act, which can lead to trouble with the IRS or with the misclassified employee.

For more information, visit our Massachusetts Employment Law Blog.

Scott Bleier Moderating ABA Venture Capital Webinar This Thursday 07/24/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events, Venture Capital & Private Equity.
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M0846500This Thursday, July 27th, beginning at 1pm EST, corporate attorney Scott Bleier will moderate the ABA Business Law Section webinar “Roadmap of a Venture Capital Deal“. The panel will cover various topics of the lifecycle of a venture capital financing transaction.

Visit our VCs and Startups blog for more information about the webinar and details on how to register.

Corporate Attorney Shannon Zollo Explains In-House Counsel’s Role in Due Diligence 07/05/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Intellectual Property.
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M0846567In Corporate Counsel’s article “10 Uber In-House Attorneys Saw Due Diligence Report in Battle With Alphabet“, Shannon Zollo comments on the role of in-house counsel in the due diligence process. The article discusses a due diligence report from Uber’s acquisition of Otto, in which Alphabet claims there is proof that Uber knowingly acquired stolen intellectual property. As such, the importance of the due diligence process is highlighted and, in particular, in-house counsel’s role in the process.

Shannon explains that the goal of the due diligence period is to review a target company in a merger or acquisition and ascertain whether or not there are any potential issues. He notes:

The purpose of a diligence report is to understand as best as is possible before you close, the nature of the target and whether that target fits within your acquisition profile across the board.”

If any issues do arise, Shannon states that the buyer’s internal team has to discuss the next best steps and that “in-house counsel should be deliberate in trying to maintain privilege”.

For more information from Shannon on the due diligence process read the full article.

Chip Wry Discusses Planning for Tax Reform in Accounting Today Article 07/05/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Financial Services, Taxation.
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M0846619Accounting Today’s article “Getting Ahead of Tax Reform” discusses the importance of planning and action for businesses before the potential tax reform takes place. Tax attorney Chip Wry comments on the uncertainty of which pieces of the proposed legislation will be enacted, and notes the possible implications regarding the elimination of the interest expense deduction and the expensing of capital expenditures. Chip also discusses how tax reform could affect choice of entity for new businesses, particularly the choice between C corporation or LLC. Chip notes:

Before the individual rates went up under the current rules, we formed a higher percentage of companies as LLCs than after they increased… But with the increase in rates, we were more willing to form companies as a C corporation.”

For more of Chip’s insights into potential tax reform, read the full Accounting Today article.

Matal v. Tam: The Supreme Court Rejects the Prohibition on Disparaging Trademarks 06/22/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Intellectual Property.
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Sean D. Detweiler (SDD)By: Sean Detweiler and Bianca Sena

On Monday June 19, 2017, the U.S. Supreme Court ruled that the U.S. Trademark Office’s denial of registration for “disparaging” trademarks under Section 2(a) of the Lanham Act violates the Free Speech Clause of the First Amendment and is therefore unconstitutional. The case, Matal v. Tam (previously known as Lee v. Tam) concerned the federal trademark registration of “The Slants,” an all Asian-American rock band. The Court affirmed the Federal Circuit’s decision that Section 2(a) constituted viewpoint-based discrimination because it necessarily required a subjective value judgment on whether something is “disparaging.” The decision upended a portion of statute that has been in place since 1946. The decision will likely impact a parallel trademark case, Pro Football Inc. (a.k.a., the Redskins case), which involves the same disparagement clause section of the Lanham Act and cancellation of the Redskins trademark registrations.

For further detail, read “Matal v. Tam: The Supreme Court Rejects the Prohibition on Disparaging Trademarks”. For more information on trademarks, please contact Sean Detweiler.

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