At Gutwein Law, we live by the idea of continuous learning and improvement. In fact, it's one of our five core criteria when evaluating potential employees to join our team. We feel it's not only beneficial to ourselves, but we hope it ultimately impacts our clients and others around us in a positive way. So, in addition to attending CLE's, volunteering for speaking engagements, mentoring, judging panels, and holding internal cross-training sessions, we read. A lot.

One of my latest and more valuable reads is a book by Brett Bartholomew called Conscious Coaching: The Art & Science of Building Buy-In. If you're not familiar with the title, Conscious Coaching provides insight on how to be a better leader, not only in sport, but in the workplace and in life in general. Although it was originally intended for strength and conditioning coaches, the principles and lessons throughout can be applied to leaders in any framework. The book details four components of the coaching compass: buy-in, relationships, social intelligence, and time. In a nutshell, Bartholomew brings a more balanced approach to coaching that involves science and art.

Think of a lawyer. What comes to mind? If you’re like some of America, you may not necessarily be thrilled with the image. But throw that idea out the window because I want to tell you about my experience working as a summer associate at Gutwein Law.                   

While wrapping up my last days here at the firm, I was asked to write a blog post about my experiences. The truth is, I could probably fill much more than a 500-word blog post about what I learned this summer, but I’ve done my best to keep it short. Here it goes:

Whether we -- as attorneys -- like to admit it or not, there are a few areas of law that are somewhat unclear, and ultimately, difficult to navigate. The world of intellectual property (IP) law is one of those areas that hasn’t yet fully been explored in various jurisdictions. But at Gutwein Law, we like facing challenges head-on – no matter how murky the situation.

Take ownership rights in intellectual property between the employer and employee, independent contractor, or consultant, for example:

Lawyers, in a sense, are like doctors. You might even compare them to car mechanics. Before you disagree, hear me out:

If you’re like most people, you have a general practitioner or “family doctor.” You see them regularly for checkups, in the same way you may go to your local car dealer for routine maintenance like an oil change. But what if you need something outside of the scope of work they cover? Say a hip replacement or a new paint job? You go to someone who focuses on your area of need, right?

You wouldn’t put trust in someone that doesn’t do work in those areas on a daily basis. And it should be the same when it comes to your attorney.

You have an idea. You form a company. Now you want to raise money from investors (or even friends and family), maybe through the sale of ownership, borrowing money, or a loan that could convert into ownership in the future. Seems straightforward, right?

Well, all of those interests and rights that you are considering are almost certainly going to be classfied as “securities” under applicable law.  Selling securities, in fact, is a complex process that requires careful navigation and thoughtful representation to not only protect your position from an ownership and contractual standpoint, but to ensure you’re abiding by both federal and state laws, and regulations issued in connection with the same by enforcement arms such the Securities and Exchange Commission (SEC).

When it comes to selling securities, you have essentially three options: