gdp's Comments

Don Dodge on The Next Big Thing : Will Facebook have an IPO bounce? Has 409A changed the game?

Wed, 3 Nov 2010 15:26:01 +0000

thanks

Don Dodge on The Next Big Thing : Will Facebook have an IPO bounce? Has 409A changed the game?

Mon, 1 Nov 2010 09:13:19 +0000

Thanks for posting this. I assume that all of the appreciation on the exit would be ordinary income. Can you tell us a bit more about "the stock isn't actually transferred "? Does that mean that FB can no longer repurchase but the employee has no rights in the stock until an exit? And that is apparently good enough for the IRS? Thanks again.

Feld Thoughts : Are Storytellers The Best Programmers?

Thu, 29 Apr 2010 08:39:00 +0000

I don’t know if good storytellers also make the best lawyers, but… good legal writing should aim to tell a story. That’s probably obvious when writing a prospectus or a brief. But it can also be applied to writing almost any agreement. The result is a more readable and better organized agreement,; the agreement is also less likely to be repetitive or omit a provision.

MYBLOG by Ouriel :

Wed, 12 Aug 2009 22:26:20 +0000

If FriendFeed was an israeli company not one single VC would have put money on this company. Me included. Why not?

Mendelson's Musings : Are the Cultures of Law Firms Dying?

Mon, 4 May 2009 08:10:15 +0000

Law firms were also identified as WASP, Jewish, etc. As management and hiring becomes more driven by economic opportunity and less by the idiosyncrasies of a few controlling partners, firms in the same industry will become more homogeneous.

VC Adventure : dotting i's and crossing t's

Mon, 23 Mar 2009 02:37:52 +0000

Even if things go great, especially if things go great, a future investor, strategic partner or acquirer is going to demand those documents.

Mendelson's Musings : Time to Reboot Venture Capital Deal Structures

Fri, 20 Mar 2009 14:15:51 +0000

Making venture financings easier to complete is a worthy goal. But Jason's post and Yokum's comment indicate that it won't be easy. Yokum's suggestion of a commonly understood standard is probably much more realistic. I'd like to suggest taking it in a slightly different direction. When I was a leasing lawyer in NY (ummm, 15 years ago), there was a Blumberg standard form for office leases. Perhaps at first it was actually signed as is. In my time, the Blumberg form was used for smaller deals together with a rider developed by each law firm which overrode certain provisions or added to them. While the rider mechanism limited the benefits of the standard form, it certainly cut down on the time necessary for the other side to read and comment on the document. The NVCA (or Techstar) documents could be used as an "initial form" right now. Issues of bias or overinclusion would be irrelevant.

Mendelson's Musings : Law Firm 2.0 – Re-architecting the Law Firm - Outsourcing

Thu, 12 Mar 2009 22:03:04 +0000

Outsourcing is already "here" in Israel. US expatriate lawyers, educated and trained in the US, provide first line legal services to US clients. In some cases, the lawyers maintain a relationship with their former US law firms. (Disclosure: I am a corporate and technology lawyer based in Jerusalem and work with US startups and investors.)

Paul Kedrosky: Infectious Greed : Bank Nationalization and the Otto Problem

Sun, 15 Feb 2009 10:47:07 +0000

And I thought they just wanted to add the words "First National" to the name of the bank

Mendelson's Musings : Footers on Your Presentations Aren't Irrelevant

Thu, 12 Feb 2009 20:54:32 +0000

Yeah, but -- Ideas, procedures, methods, systems, processes, concepts, principles, discoveries (as distinguished from a description, explanation, or illustration) are not protected by copyright. My guess is that the value in the presentations that we are talking about is in the ideas, methods, etc -- which are not protected by copyright. But sure, it doesn't hurt (unless it lulls you into thinking that you've protected your ideas, etc).

Mendelson's Musings : Model Seed Documents - Direct From Techstars

Thu, 12 Feb 2009 14:04:44 +0000

Thanks guys!

Ask the VC : Should I Pay My Lawyer A Success Fee For Venture Capital Intros?

Fri, 25 Jul 2008 06:08:45 +0000

Some factors that may make the success fee kosher: 1.The lawyer makes the success fee arrangement clear before beginning the relationship with the client 2.The lawyer bills at a substantially reduced rate in the Company’s early stages 3.The fee is at the lower end of the range and/or is “payable” in equity 4.The lawyer invests a substantial amount of unbilled time in the fundraising process

Mendelson's Musings : Law Firm 2.0 – Why can't financings be easier and cheaper?

Wed, 11 Jun 2008 15:33:58 +0000

Just to clarify proales' comment:
Simply using the NVCA documents as the "starting point" with NO restrictions on the ability to make changes would reduce costs. Preparation of the first drafts and review by opposing counsel could be largely reduced to preparing and reviewing "changes only". This only has value if the changes don't get out of hand -- but worth a try...

Mendelson's Musings : Why Start-up Lawyers Frustrate Me

Tue, 3 Jun 2008 12:28:40 +0000

The comparison between lawyer salaries and CEO cash compensation does not purport to consider equity compensation -- so it is accurate, but also misleading. (The rest of the post deserves your love.)

Mendelson's Musings : Why Start-up Lawyers Frustrate Me

Tue, 3 Jun 2008 05:12:07 +0000

A few observations...

The failure to “leave well enough alone” probably has less to do with “lawyers make more money” than a lack of experience, expertise or confidence. If a document is initially reviewed by a junior attorney who is learning on the fly and can (initially) only compare forms, the ultimate number of changes is going to be much greater - even if the document is ultimately reviewed by an attorney with appropriate expertise. (Some lawyers never get beyond being masters of the form and will never recognize “well enough”).

Some self-help representation is the result of lawyers’ failing to respond timely and not knowing when to leave well enough alone.

Wise, experienced and responsive lawyers are not rare in large firms; and small firms are no sure cure. But large firms are probably not the most suitable environment to create the necessary relationship between startup and affordable counsel. (See also Marc Andreessen’s brilliant blog: The Moby Dick theory of big companies, http://blog.pmarca.com/2007/06/the-pmarca-gu-3.ht....)

Outsourcing is already “here”. Here in Israel, there are a number of US expatriate lawyers, educated and trained in the US, serving US startups. (Disclosure: I am one of them.) Israel has a thriving startup market and Israeli legal fees are higher than those in India. Still, the savings for US startups can be dramatic. And it is not unusual for a US startup to enjoy a consigliere relationship with its US counsel located in Israel.

Ask the VC : Should I Protect My IP Before I Try To Build My Product?

Sat, 24 May 2008 16:16:05 +0000

Thanks, Brad and Jason.
Are you also willing to say that the lack of a patent will not adversely affect a startup's funding prospects?

VC Adventure : Why I don't sign NDAs

Thu, 31 Jan 2008 15:55:23 +0000

If you were really so worried about a disclosure affecting your reputation, you'd have safeguards in place to protect against an inadvertent disclosure as well... and you'd have no trouble signing an NDA.
The reality is that it is not so simple to keep all that confidential information straight, so you don't want to commit to an obligation that you cannot (or will not) keep.
A startup should recognize that while a VC may say and mean that we'd never disclose your confidential information because it would ruin their reputation, the VC does not (and perhaps cannot) have the mechanisms in place to police itself.

Feld Thoughts : Outsource Your Manual Stuff

Tue, 1 Jan 2008 04:17:28 +0000

I was curious to see how SimulScribe’s website explains its service.
Maybe I missed it, but ... I found no reference to human intervention, in India or otherwise. On the other hand, their home page says “SimulScribe utilizes cutting edge voice recognition technology to convert your voicemail messages into text.” That might be a true statement but it omits a material fact necessary to make the statement not misleading.
I would imagine some of SimulScribe’s customers would not be happy to hear that someone in India is listening. (And some, perhaps most, customers do not mind).