Legal insights
Analysis from the front lines of IP & technology law.
Our attorneys write about the developments shaping intellectual property—from the PTAB and the Federal Circuit to the practical realities of protecting fast-moving technology.
Second Circuit Appellate Standards in Trademark Cases: A Practical Guide
On appeal, the standard of review often matters more than the merits—it fixes how much deference the appellate court owes the decision below, and that frequently decides the case before anyone reaches the argument on the law. This guide explains, in plain language for lawyers and business owners alike, how the United States Court of Appeals for the Second Circuit reviews trademark cases. It sets out the three core standards (de novo for legal questions and summary judgment, clear error for fact findings after a bench trial under Rule 52(a), and abuse of discretion for discretionary rulings), maps the appealability rules that govern when a trademark ruling can be challenged, and works through the most important and most misunderstood question in trademark appeals: how the likelihood-of-confusion determination and the individual Polaroid factors are reviewed. It recovers the historical de novo-versus-clear-error split the circuit resolved in Bristol-Myers Squibb, shows why the very same confusion question is reviewed three different ways depending on procedural posture, dissects the demanding clear-error standard, surveys abuse-of-discretion review of injunctions, fees, and evidentiary rulings, explains preservation, harmless error, and what a remand actually buys, and closes with a worked example, a side-by-side playbook, and an FAQ.
Responding to a Trademark Office Action Checklist: A Practical Checklist
A checklist for responding to a USPTO trademark office action, current to the December 2022 shift to a three-month response deadline (extendable once) for domestic-basis applications. It walks through docketing the deadline, diagnosing each refusal (likelihood of confusion under Section 2(d), descriptiveness under Section 2(e)(1), specimen and identification defects, disclaimers, and surname or geographic bars), choosing among arguments, amendments, and evidence, the examiner interview, and the path to a final refusal, appeal, or petition to revive. WHY notes, trap warnings, a common-mistakes list, and primary authority are included. Educational, not legal advice.
Navigating the Capital Raising Maze: A Comprehensive Guide for Startups and Small Businesses
Raising money is one of the most heavily regulated things a young company will ever do, because nearly every dollar a startup accepts in exchange for stock, a note, or a SAFE is a sale of a "security" governed by the federal Securities Act of 1933. This guide maps the full terrain: the Section 5 registration requirement and why almost every private company instead relies on an exemption; the workhorse exemptions in Regulation D (Rules 504, 506(b), and 506(c)) and the meaning of "accredited investor" after the 2020 amendments; Regulation Crowdfunding, Regulation A+, and intrastate offerings; the integration framework that decides when two raises count as one; Form D, blue-sky notice filings, bad-actor disqualification, restricted securities and Rule 144, and the anti-fraud rules that always apply; and the practical menu of instruments, from priced equity and SAFEs to convertible notes, venture debt, and revenue-based financing. A worked example walks a hypothetical startup through a clean seed round. The article is written so a founder, a lawyer, and a judge can all follow it, and it is for general education only, not legal advice.
Requesting Public Records and Challenging a Denial: A Practical Guide
This guide is a working manual for getting records out of a government agency. It explains how to find the right agency and the right custodian, how to describe records so the request cannot be denied as unreasonable, how to request fee waivers and expedited processing, and how to negotiate scope when the estimate comes back high. It then covers what to do when the response is inadequate: identifying the defects that most often appear in denials, writing an administrative appeal that gets records released, and litigating when it does not. A final section covers open meetings complaints and the remedies available for a violation.
Privilege Clawback and Rule 502 Checklist: A Practical Checklist
This checklist turns Rule 502 and clawback practice into check-off tasks for the whole life of a case. It starts before discovery, with the order to obtain and the language to use, then moves through building a defensible privilege review and testing each production before it leaves. Separate phases cover the producing side's first day after a mistake, deposition emergencies, the receiving side's duties, motion practice, and review of a ruling. Each item names its authority, with notes and red flags drawn from reported cases. It is designed to be printed and used at a desk.
I-9 Compliance and Preparing for an ICE Audit
The Form I-9 is one page, and it generates more employer penalties than any other single document in immigration practice, because the violations are technical, countable, and multiplied across every employee. This guide covers the requirement and the audit. It walks the form section by section with the timing rules and the document rules that generate most errors, then covers reverification, the retention formula employers routinely miscalculate, and the remote examination alternative procedure and its conditions. It addresses E-Verify, where it is required, and the tentative nonconfirmation process that carries its own liability. The second half covers the internal audit, including the correction protocol that cures errors without creating new ones, then the ICE inspection from the notice through the fine notice, the categories of violation and how penalties are computed, and the anti-discrimination provisions that make overcorrection its own offense.
Securities Compliance for Startups: Regulation D, Rule 506, Blue Sky, and Form D
Every time a startup takes money for equity, a SAFE, or a convertible note, it is selling a security, and federal law makes it unlawful to sell a security unless the offering is registered or exempt. Most founders never register, which means every financing depends on an exemption, and exemptions have conditions that are easy to break by accident. This article explains the system from the ground up: what counts as a security under Howey and Reves, why Section 5 imposes strict liability with a rescission remedy that lets a disappointed investor demand its money back, and how the private placement exemptions actually work. It covers Regulation D in detail, including the difference between Rule 506(b) and Rule 506(c), what general solicitation means and how founders trigger it inadvertently, the accredited investor definition, verification obligations, Form D filing, and the bad actor disqualification rules. It then covers the state blue sky layer and federal preemption, employee equity under Rule 701, the crowdfunding and Regulation A alternatives, resale restrictions under Rule 144, the integration rules, the anti-fraud provisions that apply to every offering regardless of exemption, and the finder problem that traps more startups than any other issue. It closes with a compliance checklist, a worked example, an FAQ, and related reading.
Residential Real Estate Toolkit: Offers, Contingencies, Disclosures, and Closing
A working kit for residential transactions. Section A compares deed types, title policies, and loan products in tables built for decisions. Section B is a contingency clause library with strong and weak versions of each provision side by side. Section C holds letters and forms: an inspection response, a title objection, a repair credit amendment, an appraisal reconsideration request, an escrow release demand, a walkthrough form, and a post closing occupancy agreement. Section D holds a wire fraud verification protocol and a Closing Disclosure comparison worksheet. Section E holds a co ownership agreement term sheet. Section F collects the primary authorities.
Federal Jurisdiction and Removal Checklist: A Practical Checklist
This checklist turns federal jurisdiction and removal practice into phased tasks a lawyer can check off, each tied to its authority. It starts with the citizenship and claim analysis both sides need, then covers filing a complaint in federal court and structuring one to stay in state court. The removal phases run day by day through the 30-day window, the consent and forum-defendant gates, the filings, and the first week after removal. Separate phases cover moving for and opposing remand, including fee requests and post-removal amendments. A final phase handles a jurisdictional defect found late, including after verdict or on appeal. Red flags mark the errors that have cost parties judgments, stated through the Supreme Court's 2026 decisions.
Data Breach and Incident Response Toolkit: From Detection to Notification
An incident response plan is tested exactly once, under conditions where nobody has time to read it. This toolkit is built for that moment and for the preparation that makes it survivable. It starts with what must exist before an incident, because the decisions that determine cost are made in advance: the plan, the retainers, the insurance, and the logging that makes an investigation possible. It then works through the first hours, containment and evidence preservation, the privileged forensic investigation and the case law that governs whether the report stays privileged, the legal analysis that determines whether notification is required in each jurisdiction, and the notification mechanics themselves. Later stages cover ransomware and its sanctions problem, business email compromise, vendor breaches where the data is yours and the incident is not, regulatory response, litigation that follows, and the post-incident work that reduces the next one.
Structuring an Employee Stock Ownership Plan
An ESOP is simultaneously a retirement plan governed by ERISA, an acquisition financing structure, a tax planning device, and a succession vehicle, and it fails when the parties treat it as only one of those. This guide covers the structure end to end: what an ESOP is and how leveraged transactions actually work, the tax benefits that make it attractive on both the seller side and the company side, the valuation and fiduciary requirements that generate nearly all of the litigation in this area, the repurchase obligation that determines whether the structure is sustainable, the governance arrangements that follow, and the ongoing administration. It also addresses when an ESOP is the wrong answer and what the alternatives are. It closes with a side-by-side comparison of an ESOP against a strategic sale and a private equity recapitalization, and with a caution about advisors who occupy multiple roles in the same transaction.
Federal Deadline Calendaring and Recovery Checklist: A Practical Checklist
This checklist has two jobs: keeping federal deadlines from being missed, and recovering when one is. The first half covers office setup, case intake, computing each date under Rule 6, watching the docket, and handing off work when someone leaves. The second half runs from the first hour after discovery through sorting the deadline, filing the right motion, and notifying the client and the carrier. Each task names its governing authority, with notes and red flags drawn from decisions in which lawyers lost on these exact points. It is designed to be printed and used at a desk by lawyers, paralegals, docket clerks, and self-represented litigants.