Web3 Lawyers

Is Web3 Dead? Not From Where We are Sitting

Even with some high-profile enforcement actions and general mayhem in the blockchain industry (see here and here), many founders continue to build their projects, gain traction in the market, and receive funding. We know this because we speak with many such entrepreneurs every week. Below is an excerpt from an email I recently sent to

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A Legal Guide to NFTs

Businesses looking to get into the non-fungible token (NFT) space have a chance to reap some serious profit if they do it right. Rare NFTs can sell for tens of millions of dollars. In 2021, The Merge sold for $91.8 million on Nifty Gateway, making it the most expensive NFT to date. However, due to

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Bankruptcy Basics – Executory Contracts and Ipso Facto Clauses

In this post, I will discuss executory contracts and ipso facto clauses. These are both important basic concepts for bankruptcy proceedings, especially Chapter 11 proceedings (commonly known as a “reorganization” as opposed to a “liquidation” under Chapter 7). 1. Executory Contracts Though the name may sound daunting, an executory contract is simply a contract that

International Lawyers

Dear Elon Musk: “The Law” Is Different In Every Jurisdiction

Unless you just returned from weeks of trekking the jungles of Borneo, you know that Tesla and SpaceX founder Elon Musk has made an offer to buy Twitter for about $43 billion. The chattering classes are divided on what this may mean for their favorite communications medium, and unsurprisingly, Musk himself has weighed in. Responding

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Insurance Agents … But With Better Suits and Shoes*

Every disaster – and at this point I think we can number the COVID-19 pandemic of 2020-202X among them – produces “winners”, people and companies who benefit. Just over 10 years ago I was living in Japan when a devastating earthquake and resultant tsunami killed nearly 20,000 people, with another 2,500 missing and presumed dead.

Federal Legislation Gets the Attention, but State Laws Matter Also

Federal Legislation Gets the Attention, but State Laws Also Matter

If you’re not American, U.S. politics can be confusing. And believe us, even if you are American, they’re confusing. The United States has been mired in a partisan struggle for several decades (some would say, for the past 245 years), and during the past 10 years it has been particularly difficult to pass legislation through

How to Make a Claim in a U.S. Bankruptcy

How to Make a Claim in a U.S. Bankruptcy

It is not uncommon to receive a call from a prospective client requesting assistance when they are owed money from a company that has just filed bankruptcy. While there are many factors to evaluate, one of the core issues is how to make a claim in bankruptcy. Whether you are owed $1 or $1,000,000,000, the

Does My International Company Need to Register in the U.S.

Does My International Company Need to Register in the U.S.?

When and how to register a foreign company in the US In the prior post in this series, we discussed U.S. banking requirements for international companies. This post focuses on when a foreign company should or must register as doing business in a U.S. state, either by registering their foreign company directly in that state

Spain Branch Office or Subsidiary

Spain Branch Office or Subsidiary?

You’ve taken the first steps in expanding your business into Spain, perhaps by forming distributor relations. Now, you’re ready to put down deeper roots by renting office space and hiring staff. With these pieces in place you will be considered a “permanent establishment,” and it’s time to go beyond simply registering your foreign business. Foreign

M&A Closing Conditions

M&A Closing Conditions

Our corporate attorneys have represented countless companies, buyers, and sellers in M&A transactions, and one of the most common questions we get is “what are M&A closing conditions?” An M&A closing condition is a thing that a party says must happen for the transaction to close. All deals with closings have at least a few

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