Category Archives: Nick Feldman

SAM Client Alert – GDPR Compliance: Necessary for Companies with an EU Presence

GDPR Compliance Effective as of May 25, 2018, the European Union’s General Data Protection Regulation (“GDPR”) imposes strict regulations on the way companies collect, record, organize, store or disclose (collectively, “process”) certain personally identifiable information (“Personal Information”) that is received in the US from the European Economic Area (“EEA”).  Any business that provides goods or services, regardless of whether there is a payment for such goods or services and regardless of where such business is geographically located, and that collects Personal Information of an EU resident who is physically located in the EU at the time of collection, must be GDPR compliant.  Collection of information relating to an EU citizen who is outside of the EU when the Personal Information is collected does not subject a business to GDPR. Listed below are GDPR’s major initiatives that data processors—including American companies—should be particularly mindful of when adhering to the new legislation:

Informed Consent
In order to process Personal Information, the collector must obtain valid consent. In order to be valid under GDPR, consent must be freely given, specific, informed and unambiguous. Consent may not be a prior condition to using the website or services. If the user is to sign or assent to a written declaration, the terms must be in clear and plain language and easily accessible. Further, the user should have the right to withdraw their consent at any time.

Consent can be achieved by acceptance of a Privacy Policy or Terms of Service; however, these agreements require “active opt-ins”. The pre-selected opt-in boxes are invalid and there must also exist a clear separate consent for every use of data. For example, consent for the service provider’s cookies and consent for another third-party’s cookies must be displayed independently in a discernible manner.

Notification of Data Breach
Data processors must report data breaches to a supervisory authority within 72 hours of learning of the breach. The report must include what data was impacted, the likely consequences to follow and how the issue will be addressed moving forward.

Access and the Right to be Forgotten
EU residents may have the right to request a copy of their personal data held by a data processor. Additionally, EU residents can request their data be deleted without undue delay if they meet one of the requirements listed in Article 17. These requirements include, but are not limited to, personal data that is processed but is no longer necessary in relation to the purposes for which they were processed, consent was not initially provided to process the data, the personal data was unlawfully processed, or the data processor has no legitimate grounds for processing the data. Further, in some cases, companies may be obligated to take steps to get third parties or other processors to erase the data as well.

Third Parties and Parties
If a company transfers Personal Data to third-party agents or service providers, or if its website, mobile application or service uses plug-ins or connects to any third-party services, those third parties must be GDPR compliant. Under certain circumstances, companies may remain liable for the acts of its third-party agents or service providers for their handling of EEA Personal Data that the company transfers to them.

Data Protection Officer
Certain data processors will need to appoint a Data Protection Officer (“DPO”) if they are a public body or if they monitor certain data subjects on a large scale, which can include tracking user behavior. DPO’s must advise data processors and employees of their obligations with respect to GDPR and also understand the inherent risks associated with data processing operations. Further they must maintain an expertise with respect to the protection of personal data, be reachable by data users, fully cooperate with supervisory authority and have the necessary resources to carry out the job.

Parental Consent
The Children’s Online Privacy Protection Rule (“COPPA”), imposes requirements on websites that collect information on children that are under 13 years of age. COPPA specifically requires that parental consent be given for the collection or use of any personal information from children under the age of 13. Consent can be achieved through many methods such as a personal video conference, by postal mail or electronic signature via email. Similarly, GDPR has an expanded requirement whereby parental consent is necessary to collect personal information from children up to age 16. However, member states may provide by their state law for a lower age as long as the age is not lower than 13. The controller of the online service or site is also required to make viable efforts to receive parental consent.

Penalties
The consequences of GDPR non-compliance can be significant, with financial penalties of up to the greater of 20 million Euros or 4% of the company’s revenues.

Privacy Shield
Fortunately, the European Commission and the US Department of Commerce have reached an agreement on a framework for transfers of Personal Information to the United States from the European Union. The EU-US Privacy Shield does not guarantee GDPR compliance, but it does provide a framework to facilitate transfers that would otherwise not be permitted under applicable EU law.  The EU-US Privacy Shield is voluntary and is not a requirement of GDRP compliance.

Compliance
It is vital for every US business that is or may be collecting data in European markets to understand and address GDPR compliance—and ensure all of its employees are engaged participants in the compliance strategy. Only time will tell how strict regulators will be, but knowledge of your data, where it is going, and what is required will equip companies to navigate the new and significant EU regulations.

 

Alia Delpassand is an associate of the Firm. Alia’s practice focuses on corporate transactions, including mergers and acquisitions, securities law compliance, private equity transactions and general corporate matters for both public and private clients, focusing on middle-market and emerging growth companies. Prior to joining the firm, Alia interned at the U.S. Securities and Exchange Commission in Washington, D.C. where she worked on insider trading liability and misappropriation cases. She also previously served as an extern for two federal judges, the Honorable Catherine E. Bauer in the U.S. Bankruptcy Court, Central District of California, and the Honorable Frances H. Stacy in the U.S. District Court of the Southern District of Texas.

Nick C. Feldman is an associate of the firm. Nick’s practice focuses on venture capital financing transactions, mergers and acquisitions, and general corporate representation of emerging growth and middle-market companies, including corporate governance, securities laws compliance, and commercial agreements. He also represents venture capital and private equity funds and strategic investors who finance and acquire these companies.  In addition, Nick advises clients in connection with complex technology and intellectual property transactions, licensing, and privacy matters. Nick has been named a Southern California Super Lawyers Rising Star in 2017 and 2018. Nick also serves as an Adjunct Professor at Loyola Marymount University, where he lectures on media law topics.

For more information about our Corporate & Business Matters Practice contact Alia Delpassand at adelpassand@stubbsalderton.con or Nick Feldman at nfeldman@stubbsalderton.com

 

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Ascensus Acquires SAM Client Dedicated DB

Dedicated DBStubbs Alderton & Markiles’ represented Dedicated Benefit Services (“Dedicated DB”) in its sale to Ascensus, a technology-enabled service provider. With the acquisition, Ascensus will be able to offer clients access to even more retirement plan experience and expertise while adding another location to its geographic footprint.

To read the full press release, click here.

Stubbs Alderton & Markiles, LLP attorneys representing Dedicated DB in this transaction were Scott Galer and Nick Feldman.

About SAM
Stubbs Alderton & Markiles, LLP is a business law firm with robust mergers and acquisitions, corporate, public securities, entertainment, intellectual property, brand protection and business litigation practice groups focusing on the representation of middle market public and private companies as well as venture backed emerging growth companies, investors, venture capital funds, investment bankers and underwriters. Stubbs Alderton represents clients across a full spectrum of industries, including technology, consumer product, entertainment, digital media, videogame, aerospace, apparel and medical device. Our mission is to provide technically excellent legal services in a consistent, highly-responsive and service-oriented manner with an entrepreneurial and practical business perspective. These principles are the hallmarks of our firm.

For more information on our Mergers & Acquisitions practice, contact Scott Galer at sgaler@stubbsalderton.com.

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SAM Represents Lead Investor The Venture Reality Fund in Torch 3D’s Series Seed financing

Venture Reality Fund Stubbs Alderton & Markiles represented lead investor The VR Fund in Torch 3D’s investment round. Torch 3D has raised $3.5M to build out an augmented and virtual reality prototyping platform meant to help designers to develop and design in 3D with no prior knowledge of game or software development.

Additional investors include Seven Peaks Ventures, GVR Fund, Presence Capital, Antipodean Ventures, Jerome Capital, and TWB Investment Partnership.

The VR Fund brings expert guidance and resources to promising and early stage VR, AR and MR startups. The VR Fund seeks innovative companies across a wide variety of sectors – from infrastructure and development tools to content and applications. They are eager to help entrepreneurs bring industry-defining technology to market faster, and to positively impact their growth path by providing the capital, insights and strategic relationships needed at this critical time.

To read the full article click here.

Stubbs Alderton & Markiles, LLP attorneys representing The Venture Reality Fund in the transaction were Greg Akselrud and Nick Feldman.

Greg Akselrud is a founder and partner of the Firm and a member of the Firm’s Executive Committee. He chair’s the Firm’s Internet, Digital Media and Entertainment Practice Group. Greg advises a wide range of public and private clients across a number of industries, including companies in the entertainment, digital media, Internet, technology, consumer electronics and apparel industries.

 

Nick C. Feldman is an associate of the Firm. Nick’s practice focuses on corporate transactions, including mergers and acquisitions, dispositions, private equity transactions and general corporate matters for both public and private clients, focusing on middle-market and emerging growth companies. In addition, Nick counsels companies in connection with entity formation, corporate governance, federal and state securities laws and compliance, joint ventures, employee incentive plans, executive employment agreements and other executive compensation matters.

To learn more about our Internet, Digital Media & Entertainment Practice, contact Greg Akselrud at gakselrud@stubbsalderton.com

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SAM Clients Kravitz, Inc. and Kravitz Back Office Solutions Acquired by Ascensus

Kravitz (Los Angeles, CA – June 19, 2017)  Stubbs Alderton & Markiles, LLP announced that its clients, Kravitz and Kravitz Back Office Solutions, have been acquired by Ascensus. Kravitz is a retirement administration firm and Cash Balance specialist focused on bringing its clients the latest in the design, administration, and management of corporate retirement plans.  Kravitz Back Office Solutions delivers private-label actuarial services to third-party administrators across the country to help them grow and succeed with Cash Balance plans.

Stubbs Alderton & Markiles’ attorneys representing Kravitz in the transaction included Scott GalerNick Feldman and Kelly Laffey.

For the full press release, click here.

About Stubbs Alderton & Markiles, LLP
Stubbs Alderton & Markiles, LLP is a business law firm with robust corporate, public securities, mergers and acquisitions, entertainment, intellectual property, brand protection and business litigation practice groups focusing on the representation of, among others, venture backed emerging growth companies, middle market public companies, large technology companies, entertainment and digital media companies, investors, venture capital funds, investment bankers and underwriters. The firm’s clients represent the full spectrum of Southern California business with a concentration in the technology, entertainment, videogame, apparel and medical device sectors. Our mission is to provide technically excellent legal services in a consistent, highly-responsive and service-oriented manner with an entrepreneurial and practical business perspective. These principles are the hallmarks of our Firm. Visit www.stubbsalderton.com 

For more information about our Mergers & Acquisitions practice, contact Scott Galer at sgaler@stubbalderton.com 

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Two Stubbs Alderton & Markiles’ Attorneys Selected to 2017 Southern California Super Lawyers Rising Stars List

Stubbs Alderton & Markiles, LLP, one of Southern California’s leading business law firms, today announced that two attorneys of the firm have been selected to the 2017 Southern California Super Lawyers Rising Stars list.  SAM Partner Sean Greaney is a returning honoree from 2015 and 2016, while Nick C. Feldman ais a first time honoree.  Each year, no more than 2.5 percent of the lawyers in the state are selected by the research team at Super Lawyers to receive this honor.

Sean Greaney is Partner of the Firm.  Sean’s practice focuses on corporate transactions, mergers and acquisitions, private equity transactions, and general corporate matters for both public and private clients, focusing on middle-market, emerging growth and development stage companies.  In addition, Sean counsels companies in connection with company formation process, SEC reporting requirements and registrations, federal and state securities laws and compliance, corporate governance issues, joint ventures, employee incentive plans and executive employment agreements.

Nick C. Feldman is an associate of the Firm. Nick’s practice focuses on corporate transactions, including mergers and acquisitions, dispositions, private equity transactions and general corporate matters for both public and private clients, focusing on middle-market and emerging growth companies. In addition, Nick counsels companies in connection with entity formation, corporate governance, federal and state securities laws and compliance, joint ventures, employee incentive plans, executive employment agreements and other executive compensation matters.

Super Lawyers, a Thomson Reuters business, is a rating service of outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made using a patented multiphase process that includes a statewide survey of lawyers, an independent research evaluation of candidates and peer reviews by practice area. The result is a credible, comprehensive and diverse listing of exceptional attorneys. The Super Lawyers lists are published nationwide in Super Lawyers Magazines and in leading city and regional magazines and newspapers across the country. Super Lawyers Magazines also feature editorial profiles of attorneys who embody excellence in the practice of law. For more information about Super Lawyers, visit SuperLawyers.com

About Stubbs Alderton & Markiles, LLP
Stubbs Alderton & Markiles, LLP is a business law firm with robust corporate, public securities, mergers and acquisitions, entertainment, intellectual property, brand protection and business litigation practice groups focusing on the representation of, among others, venture backed emerging growth companies, middle market public companies, large technology companies, entertainment and digital media companies, investors, venture capital funds, investment bankers and underwriters. The firm’s clients represent the full spectrum of Southern California business with a concentration in the technology, entertainment, videogame, apparel and medical device sectors. Our mission is to provide technically excellent legal services in a consistent, highly-responsive and service-oriented manner with an entrepreneurial and practical business perspective. These principles are the hallmarks of our Firm. For more information on Stubbs Alderton & Markiles, visit www.stubbsalderton.com 

Press Contact:
Heidi Hubbeling
Director of Marketing
hhubbeling@stubbsalderton.com

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SAM Client Resonant Announced $7.5 Million Private Placement

Resonant Stubbs Alderton & Markiles’ client Resonant, Inc. (NASDAQ: RESN) a designer of filters for radio frequency, or RF, front-ends that specializes in delivering designs for difficult bands and complex requirements, announced that it has entered into a definitive agreement with an affiliate of Longboard Capital Advisors, LLC, an existing stockholder of Resonant to raise gross proceeds of $7.5 million. Congratulations on this success!

To read the full press release click here.

Stubbs Alderton attorneys representing Resonant in this transaction were John McIlvery and Nick Feldman.

About 
Resonant is creating software tools and IP & licensable blocks that enable the development of innovative filter designs for the RF front-end, or RFFE, for the mobile device industry. The RFFE is the circuitry in a mobile device responsible for the radio frequency signal processing and is located between the device’s antenna and its digital baseband. Filters are a critical component of the RFFE that selects the desired radio frequency signals and rejects unwanted signals and noise. For more information, please visit www.resonant.com.

For more information about our Public Securities practice, contact John McIlvery at jmcilvery@stubbsalderton.com

 

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SAM Client Alert: It’s Time to (Re-)Register Your DMCA Agent

Regardless of whether your company has previously designated an agent to receive notification of claimed infringement under the Digital Millennium Copyright Act (the “DMCA”)—a United States copyright law which, among other things, provides certain safe harbors for internet service providers who may host infringing material—it’s time to do it (again).

Effective as of December 1, 2016, the United States Copyright Office (the “Office”) issued its final rule (codified as 201 CFR Part 201) regarding designation of DMCA agents via the Office’s new electronic system. Under the new rule, any service provider that previously designated a DMCA Agent must resubmit through the electronic system by December 31, 2017, or it will lose safe harbor protection notwithstanding any prior registration.

If you need to register, or re-register, here’s what you should do:

  • Create an Account. In order to designate a DMCA agent using the new system, you must create an account. You may also engage a third party, including your legal counsel, to complete the registration on your behalf.
  • Register Your Company. Once an account has been created, you or your designated representative can log in and register your company and its current agent within the system. The fee for online registration is $6 per designation, which is a substantial savings compared to the paper-based system’s fees of $140 or more.
  • Designate Your Agent. You may determine your agent in one of a number of ways, as it can be (1) an individual, (2) a title or position at your company, (3) a specific department within your company, or (4) a third party. You must then provide the name, address, phone number, and email address of the agent. If you do elect to register an individual agent, be sure to promptly amend the registration if that person departs your company or the relevant role within your company.
  • Verify Your Information. Verify that the information on your website matches the information you are submitting to the Office, and that both are correct. Failing to maintain accurate information and failing to ensure that the two match each create a risk of losing safe harbor protection under the final rule.
  • Re-Register Every Three Years. The Office’s electronic system will send automated reminders to review and renew your designation, and for that reason you should be sure to register with regularly monitored contact information to ensure you receive the reminders. You will also need to re-register upon any change in your agent, even if prior to the required renewal time; doing so will reset the clock on your renewal period.

If you haven’t registered a DMCA Agent, you should do it now—and if you have, you should renew. Failing to follow the new online DMCA agent designation procedures by the end of 2017 may result in the loss important legal protections.

For more information on this and other Safe Harbor topics, contact Nick Feldman at nfeldman@stubbsalderton.com or (818) 444-4500. Nick’s practice focuses on corporate transactions, including mergers and acquisitions, dispositions, private equity transactions and general corporate matters for both public and private clients, focusing on middle-market and emerging growth companies. In addition, Nick counsels companies in connection with entity formation, corporate governance, federal and state securities laws and compliance, joint ventures, employee incentive plans, executive employment agreements and other executive compensation matters.

 

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SAM Client Laugh Radio Raises $2.25M in Series Seed Financing

Laugh Radio Stubbs Alderton & Markiles’ client Laugh Radio, creators of Laugh.ly a stand up comedy streaming service, announced this month that it has raised $2.25 million in their Series Seed financing round. Laugh.ly had previously raised funds through a SAFE note (the less complicated replacement for a convertible note.) The note included $750,000 from the founders, and $1.5 million from investors. Investors included  New York Angels, Shark Tank’s Barbara Corcoran, the Wharton Alumni Angel Network, Social+Capital, Backstage Capital, Treehouse Capital, Accelerator Ventures and Atlas Holdings. Congratulations Laugh Radio on this success !

To read the full press release click here.

Stubbs Alderton attorneys representing Laugh Radio in this transaction were  Nick Feldman  and Greg Akselrud.

About Laugh Radio
Laugh Radio is changing the way people experience stand up comedy. Their mobile app, Laugh.ly, launched in August 2016 and it will allow big and small name comedians to grow and monetize their fan base. The company has lined up more than 400 comedians whose content will stream on its app, and a total of 20,000 individual tracks. Described as something of a Pandora for comedy, the app can create personalized “radio” stations of comedy, in addition to offering on-demand listening. To check out the app and download Laugh.ly click here.

For more information about our Internet, Digital Media & Entertainment practice, contact Greg Akselrud at gakselrud@stubbsalderton.com.

 

 

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SAM Client Milk and Eggs Closes $2.5M Financing Round

 

milk-and-eggs

Stubbs Alderton & Markiles, LLP announced that it represented client Milk and Eggs in its $2.5M financing round led by Morningside Venture Investments.

Milk and Eggs is a farm-fresh grocery delivery service. Their goal is to connect customers to great farmers. Customers sign up for subscriptions of milk, eggs, dairy, meats, vegetables, and fruit on a weekly or bi-weekly basis, with free membership and delivery and the ability to change orders at any time. All vegetables, fruits, dairy, eggs, and meats will be the freshest available as they are locally acquired. And, with an environmentally friendly aggregation and delivery system, it’s a win for their customers and the environment.

SAM Attorneys that represented Milk and Eggs were Joe Stubbs and Nick Feldman.

For more information about our Venture Capital & Emerging Growth practice, contact Joe Stubbs at jstubbs@stubbsalderton.com.

 

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Stubbs Alderton & Markiles, LLP Client THX Acquired by Leading Lifestyle Brand for Gamers, Razer

thx-logoStubbs Alderton & Markiles, LLP client THX announced this week that Razer™, the leading global lifestyle brand for gamers, has acquired the majority of the assets of THX Ltd. and brought onboard the management and employees of the company. THX will continue to operate as an independent entity under its own management and apart from the ongoing business of its parent company. Financial details of the transaction were not disclosed.

Stubbs Alderton & Markiles’ attorneys representing THX in the transaction include Scott Galer, John McIlvery, Sean Greaney and Nick Feldman

 

To read the full press release, click here.

 

About Stubbs Alderton & Markiles, LLP

Stubbs Alderton & Markiles, LLP (SAM) is a California business law firm with robust intellectual property, litigation, corporate, public securities, mergers and acquisitions, and entertainment practice groups.  SAM focuses on the representation of emerging growth companies, middle market public companies, large technology companies, celebrities and entertainment companies. SAM’s mission is to provide technically excellent legal services and outstanding results in a highly-responsive, service-oriented, and cost-effective manner. These principles are the hallmarks of our firm.

 

To learn more about our Mergers & Acquisitions practice, contact SAM partner Scott Galer at sgaler@stubbsalderton.com or (818) 444-4513.

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