In our last post we outlined the “ordinary course payment” legal defense against a bankruptcy preference claim. Now let’s look at the “subsequent new value” defense in a bit more detail. Subsequent new value is in the nature of a set off, and is meant to encourage creditors to continue to deal with a company [...]

You get an agreement from a new vendor. You start to read it and your eyes glaze over. “In the event that….provided, however,…..including but not limited to…… For the avoidance of doubt……….” And on and on it goes. What gobbledygook. Of course this stuff is hard to read! So is quantum physics, but that’s because [...]

One of our good business clients, Equity Concepts, based in Henrico, VA, is  celebrating their 20th anniversary. Sands Anderson’s Tom Ebel, recently spent some time talking with Michael Thaler, president of Equity Concepts, about their success and our relationship.

In the last post we talked about boilerplate clauses, specifically, the “integration clause.” There are lots of other boilerplate sections that might seem to just be boring and unnecessary text, something you might drop if you didn’t know why they exist. Let’s look at two more. Example one is the jurisdiction and choice of law clause. [...]

The resolving recession may have some permanent effects.  One good thing is the willingness of more law firms to negotiate fee arrangements that do not focus on the billable hour, frequently referred to as Alternative Fee Arrangements, or “AFAs.” 

Know your financial structure. In our last post, we covered a number of factors that affect the founder’s ultimate ownership percentage. In this section, we have a bit more detail. What you need to know up front that the venture capital investment process has become highly standardized. In many ways this is a good thing. It helps [...]

“The time has come,” the VC said, “to talk of many things – Of Points and Pies and Preferences and Option Grants with Strings” (With apologies to Lewis Carroll)

J. David Carroll has joined the law firm of Sands Anderson Marks & Miller, P.C., as a member of the Business Finance and Real Estate practice group, firm president Pierce Rucker announced today. “We feel extremely fortunate to have the chance to add David, with his considerable skills in corporate acquisitions, finance and venture capital, [...]