Law Blog

So You Want to Invest in Your Friend’s Business (Part One)

So You Want to Invest in Your Friend’s Business (Part One)

Business Formation, Corporations, Limited Liability Company, Operating Agreement, Sale of Business
At least once a week I get contacted by someone who is looking to "invest in a friend's business".  The call or e-mail usually goes something along these lines: "I want to invest in my friend's business" "My friend actually owns X% of the business with other partners" "I will be purchasing [some amount]% of my friend's X%" "It's not a large amount of money, just $[insert dollar amount that is usually a large amount of money to most people]" "I want to be protected" Because this is a question that comes up frequently enough, I figured I would give my faithful readers a freebie and highlight some of the main (but by no means only) issues that come with sinking your money into a friend's company, hopefully helping avoid…
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How to Cover That Favorite Hit Song (and do it Legally)

How to Cover That Favorite Hit Song (and do it Legally)

Copyright, Popular Culture
I'm a huge fan of Spotify's "Acoustic Covers" playlist. It plays on near constant rotation in the background in my office and at home on weekends. Some of these artists are just flat out brilliant and, frankly, I often prefer the cover version to the original track itself! So, if you're an aspiring singer or musician looking to cover a favorite artist's hit single or maybe draw some new fans to your work on YouTube, how do you go about it? First of all, it is important to understand that your favorite artist's track is protected by copyright law. An original song is a creative work that is covered (pun intended) by Copyright law as soon as it is fixed in a tangible form, whether that is on paper, vinyl…
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Better Call Saul? Not so Fast, According to Ethical Rules

Legal Ethics, Popular Culture
I've never been a huge fan of legal shows, but I am an unabashed fanboy of AMC Network's "Better Call Saul" (just as I was of its parent series, "Breaking Bad"). For those of you who've been living under a rock the past decade, BCS is the critically-acclaimed prequel to 'Bad, and follows the rise (or descent, depending on how you want to look at it) of its titular character from struggling semi-legit lawyer James McGill and his transformation into ethically challenged (though highly effective) lawyer "Saul Goodman". [SPOILER ALERT] Seeing as how last night's Season Three episode ("Off-Brand") first introduces us to the use of the alias "Saul Goodman" (albeit not in the context of a practicing attorney), I thought it might be fun to see if James McGill could…
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Ill-Fated: Trademark Tips for Businesses Owners from the Fate Brewing Co. Dispute

Lanham Act, Restaurants, Trademark, Trademark Infringement, Unfair Competition
With craft brew festival season getting into full swing across the country, I thought it'd be fun to revisit the legal trademark saga between a Valley craft brewery, formerly known as Fate Brewing Company, now known as "McFate Brewing Company" (which we'll just call "McFate" for clarity's sake) and the Fate Brewing Company based in Boulder, Colorado (which we'll call "Fate Colorado"). For those unfamiliar, it might be helpful to recap the timeline of events: Summer 2012 - Fate Colorado initially applies for a Federal trademark registration with the United States Patent and Trademark Office (USPTO) for the mark "FATE BREWING COMPANY" August 2012 - McFate sends cease and desist letter to Fate Colorado. November 2012 - Fate Colorado's USPTO application is published for opposition. Winter 2012 - McFate opens its first brewpub…
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Refusing to Take It Easy, Eagles Sue over Hotel California Trademark

Common Law Trademark, Lanham Act, Trademark, Trademark Infringement, Unfair Competition
As first reported in The Hollywood Reporter, earlier this week The Eagles filed a lawsuit in the United States District Court for Central California seeking both an injunction and damages against a couple who (through their California-based LLC) operate the "Hotel California" in the Mexican state of Baja California. The suit alleges, among other things, that since 2001 the couple have gone out of their way to lead potential patrons into thinking that their establishment is connected with the iconic American band, even having served as the inspiration for the 1978 Grammy Record of The Year winner, not to mention having profited off of assorted merchandise bearing the name of perhaps the band's most popular song. On its (lovely) face, The Eagles' complaint claims "trademark infringement" against the defendants, however a closer look…
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