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Crowdfunding Disclaimers Aren’t Adequate to Avoid Liability under U.S. Securities Laws

Warning to non-United States equity crowdfunding sites: it’s not enough to warn that offerings are not being made to United States residents. Your procedures must verify that investors are not United States residents. On...more

11/13/2014 - Cease and Desist Orders Corporate Counsel Crowdfunding Eureeca Capital JOBS Act Popular Regulation D SEC Securities Act of 1933 Securities Exchange Act

Internet Startups: Beware of Being a Money Transmitter

So, you’ve got a great idea. Social media platforms are all about finding new solutions for old inefficiencies. And what’s more efficient than serving as a platform for an account holder to obtain a single cash payment in...more

11/3/2014 - Bitcoins Internet Money Transmission Act Money Transmitter Startups Virtual Currency

Are Browsewrap Agreements Enforceable?

Almost all social media sites contain “Terms of Service” (“TOS”). Are they enforceable against users? It depends on the presentation and the issue....more

10/28/2014 - Barnes and Noble Browsewrap Agreement Clickwrap Agreements Facebook Google Informed Consent Social Media Terms of Service Twitter

Social Media Start-Up Capital: Don't Try a Ponzi Scheme

You’ve got the perfect idea for a social media site, but how do you attract a critical mass of members to launch it? Your credit cards are maxed out and your friends and family are tapped too. Can you attract members by...more

8/6/2014 - Crowdfunding FTC Kickstarter Ponzi Scheme Popular Recruitment Incentives Seed Financing Social Media Social Networks Startups

Social Media and Digital Assets in M&A Transactions

Wait! Don’t skip these articles thinking that social media doesn’t affect you. Social media has invaded our lives, with only a Rip Van Winkle being immune (maybe). Some may scoff and others may cringe. The well initiated may...more

6/16/2014 - Big Data Digital Assets Social Networks

"Insights" Newsletter - Spring 2014

In this issue: - Supply Chain Finance as the "New Normal" - Consumer Financial Protection Bureau Implements Regulations for Covered Mortgage Loans - Arbitration Guidelines - Navigating Foreclosure...more

5/21/2014 - Arbitration Arbitration Agreements Digital Assets DOMA Estate Planning Foreclosure Medical Devices One-Action Rule Patent Litigation Patents SCOTUS Supply Chain US v Windsor

"M&A Brokers Update" - February 2014

Brokers that facilitate the purchase and sale of privately held companies usually seek to be compensated by a percentage of the transaction value if the transaction is consummated. For a transaction structured as a sale of...more

2/14/2014 - Broker-Dealer Brokers Securities Exchange Act

Insights - Spring 2013

In This Issue: - Taxpayer Relief Act of 2012 - Tax Planning for the “New Normal” - HIPAA: Not Just for Health Care - ADA Requirements for Pools - Impact of Dodd-Frank Swap Regulations on Loan Documents -...more

6/4/2013 - ADA American Taxpayer Relief Act Dodd-Frank FDIC HIPAA Loan Documentation Successor Liability Swaps Tax Planning

Insights - Spring 2013: Developing Federal Common Law of Successor Liability

When a purchaser acquires substantially all the assets of a seller, the purchase agreement typically provides that the purchaser does not assume seller’s liabilities except to the limited extent specifically set forth...more

5/17/2013 - Disclaimers FLSA Purchase Agreement Sales & Use Tax Successor Liability

Insights - Spring 2012

In This Issue: JOBS Act: Jumpstart Our Business Startups Act; Fracking: Ohio’s New Oil and Gas Boom; 2012 Estate Planning; American Airlines: Who’s Flying the Plane? Labor Law Update; S Corporations; Blow to Method...more

5/28/2012 - Accredited Investors Crowdfunding Dodd-Frank Emerging Growth Companies EPA FINRA Fracking JOBS Act SEC

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