Stubbs Alderton & Markiles Brochure

SUCCESSFULLY REPRESENTING COMPANIES ALL ALONG 

THEIR EVOLUTIONARY PATH FROM START UP, THROUGH 

GROWING COMPANY, TO LIQUIDITY.

We are 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. 

Our Firm’s clients represent the full spectrum of 

Southern California business with a concentration 

in the technology, entertainment, video game, 

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.

TABLE OF CONTENTS

HISTORY 

PRACTICE AREAS 

CORPORATE & BUSINESS MATTERS 

PUBLIC SECURITIES PRACTICE 

ARBITRATION & MEDIATION PRACTICE 

BUSINESS LITIGATION 

MERGERS & ACQUISITIONS 

VENTURE CAPITAL 

& EMERGING GROWTH 

INTELLECTUAL PROPERTY 

& TECHNOLOGY TRANSACTIONS 

TRADEMARK & COPYRIGHT PRACTICE 

INTERNET, DIGITAL MEDIA 

& ENTERTAINMENT 

INTERACTIVE ENTERTAINMENT 

& VIDEO GAMES 

TAX & ESTATE PLANNING 

CLIENTS 

REPRESENTATIVE TRANSACTIONS 

ATTORNEYS 

PRECCELERATOR PROGRAM 

VENTURES 

CONTACT & LOCATIONS 

1 

4 

6 

8 

20 

24 

28 

32 

36 

42 

54 

60 

62 

67 

71 

75 

127 

131 

133

OUR HISTORY

1 

“We launched the firm in 2002 to offer a different kind 

of legal platform where senior experienced lawyers could 

provide technically excellent legal services with a focus on 

client service for matters within our core legal disciplines, 

while at the same time adding strategic value to management 

by solving all of our clients’ legal challenges, engaging 

and managing legal services outside our scope of expertise 

where needed. By serving clients from the smallest start-up 

to taking Skype from formation to exit, we have proven 

that this nimble, entrepreneurial model of providing legal 

services works not only for the entrepreneur, but also for 

the largest companies in the world.” 

— SCOTT ALDERTON Managing Partner

2 

OUR HISTORY 

Stubbs Alderton & Markiles, LLP was founded in 2002 by Joe 

Stubbs, Scott Alderton, Murray Markiles, John McIlvery and Greg 

Akselrud. Having built significant practices while together at 

Troop, Steuber, Pasich, Reddick and Tobey, LLP, a large regional 

law firm in Los Angeles, California, and Akin Gump Strauss Hauer 

& Feld, LLP, a large international firm, the founders were 

determined to build a better platform to adequately service 

their emerging growth and middle market client base. They 

formed Stubbs Alderton & Markiles to focus specifically 

on providing unparalleled corporate, securities, mergers & 

acqusitions and intellectual property law expertise in connection 

with the representation of emerging growth and technology 

companies, middle market public companies, large technology 

companies, investors, private equity funds, investment bankers 

and underwriters, and clients in the entertainment industry. 

Since its founding, the Firm has grown to more than 20 lawyers, 

having recruited former partners and other colleagues from top 

national and international law firms. Stubbs Alderton & Markiles 

prides itself on its innovative, “out of the box” spirit. The past few 

years have resulted in exciting growth within the Firm. 

In November 2012, Stubbs Alderton & Markiles expanded its 

physical presence, opening a second office and its Preccelerator 

Program in Santa Monica, CA. The Preccelerator Program is a 

new platform offered to select start-up companies out of our 

Santa Monica office that utilizes the Firm’s fixed fee startup 

package and provides interim office space and sophisticated 

legal services, with the objective of helping startups grow their 

idea from business concept to funded startup. The Preccelerator 

Program provides free co-working space and other perks for 

promising young startups.

3 

March 2013 brought about the expansion of its Intellectual 

Property practice, by adding a Trademark and Copyright 

Practice practice. This practice concentrates on IP litigation, 

brand development, content protection, enforcement and 

registration, and includes a trademark prosecution capability. 

In March 2014 the firm launched a Business Litigation group in 

response to the growing needs of our emerging growth client 

base. Our business litigators, consistent with the focus of the 

other attorneys at the Firm, seek to forge long term relationships 

with our clients throughout their evolutionary path. We deliver 

efficiency and value to every client we serve through a welldefined 

budget and clear communication about their case. 

In the midst of this growth, the Firm’s mission continues to be 

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 the Firm.

PRACTICE AREAS

5 

CORPORATE & BUSINESS MATTERS 


ARBITRATION & MEDIATION PRACTICE 



6 

8 

20 

24 

28 



32 



TRADEMARK & COPYRIGHT PRACTICE 

36 

42 



54 


& VIDEO GAMES 


60 

62

6 


CORPORATE & BUSINESS MATTERS

We provide a broad range of services relating 

to corporate and business matters, including 

corporate and other entity formation, joint 

venture and strategic partnership transactions, 

stock incentive plans, executive and other 

employment agreements, and commercial and 

business agreements. The Firm acts to assess 

clients’ business needs and develop innovative 

legal strategies to help them achieve their goals, 

directly undertaking those matters for which the 

Firm has substantial expertise, and identifying 

and managing the most appropriate legal 

resources to handle specialty areas outside of 

the Firm’s core discplines. 

7

8 


PUBLIC SECURITIES PRACTICE

9 

Group Chairperson 

JOHN MCILVERY 

We cover a wide-range of matters for existing 

public companies and underwriters, as well as 

private companies contemplating “going public.” 

- PUBLIC SECURITIES COMPLIANCE 

- CORPORATE GOVERNANCE 

COUNSELING 

- ALTERNATIVE PUBLIC OFFERINGS 

- SEC FIXED FEE

10 



Public Securities Compliance 

We advise on a wide-range of matters, including: 

- General compliance with federal and state securities laws. 

- Initial and continued listings on securities exchanges. 

- Preparation and review of filings made with the SEC and 

other regulatory agencies (e.g., annual and quarterly reports, 

current reports on Form 8-K, proxy statements, insider filings). 

- Preparation and review of press releases, investor 

presentations, and other public disclosures. 

- Transactions, such as initial and secondary public offerings, 

private investments in public equity (PIPEs), mergers and 

acquisitions, and going private transactions. 

- SEC reviews of registration statements, periodic reports, 

proxy statements, and other public filings.

11 

Corporate Governance Counseling 

The Firm’s Public Securities attorneys regularly advise clients 

on the responsibilities of corporations, management, boards of 

directors and special committees of boards of directors under 

federal and state securities laws, stock exchange regulations 

and general corporate laws. Our attorneys are experienced in 

all aspects of governance counseling, including board and board 

committee composition, process and independence. The Firm 

understands the challenges facing corporate executives and 

directors of smaller companies, as they try to comply with new 

laws and regulations that are uniformly imposed on companies 

of all sizes. Our Public Securities attorneys work collaboratively 

with accounting firms, compensation specialists, general 

counsel, senior management, boards of directors, committees, 

and other corporate constituencies to advise on regulatory 

and business practice matters, including how our smaller 

companies can effectively deploy their more limited resources 

to navigate corporate America’s rapidly changing “one-size-fitsall” 

regulatory environment.

12 



Corporate Governance Counseling 

CONTINUED 

Our public securities attorneys provide the following corporate 

governance services: 

- Advising clients on corporate governance and disclosure 

requirements of the Securities and Exchange Commission 

(SEC) and the relevant stock exchanges. 

- Monitoring the rule-making activities and actions of the SEC, 

the Financial Accounting Standards Board (FASB) and Public 

Company Accounting Oversight Board (PCAOB), and 

counseling clients on the implications of emerging securities 

laws and accounting and auditing standards. 

- Advising on fiduciary duties of directors and special and 

independent committees, including with respect to relatedparty 

transactions, executive compensation, acquisition 

proposals, and other transaction that might give rise to 

potential conflicts of interest. 

- Advising clients on SEC reviews, enforcement actions, SEC 

requirements for securities offerings and corporate 

disclosures, and Sarbanes-Oxley (SOX)-related issues.

13 

- Advising on stock exchange requirements, monitoring 

administrative proceedings related to SEC and Financial 

Industry Regulatory Authority (FINRA) enforcement actions, 

and tracking significant legislative developments and judicial 

decisions affecting enforcement of federal securities laws and 

state corporate laws. 

- Advising privately held companies pursuing public offerings 

and exit strategies on compliance with state corporate law, as 

well as SEC, SOX, and national stock exchange requirements.

14 



Alternative Public Offerings 

We are a leader in alternative capital raising techniques, such 

as registered direct offerings, PIPEs, and reverse mergers into 

public “shells”, and we have been in the forefront of this rapidly 

developing area. Since early 2001, the market for traditional, 

firmly underwritten initial public offerings of micro-cap and 

small-cap companies in the United States has been significantly 

constrained. There are fewer and fewer underwriters interested 

in investing the resources to bring micro-cap and small-cap 

companies to market, which has cut-off what once was a viable 

financing source for smaller companies. In recent years, an 

alternative to the traditional, firmly underwritten initial public 

offering has emerged. The “reverse merger” transaction, when 

coupled with a PIPE financing, allows smaller companies to 

access a large pool of capital without the need of an underwriter. 

While a typical transaction still requires the assistance of a “placement 

agent” to assist in raising capital, if structured properly, 

the placement agent is not an “underwriter” under United States 

securities laws, and thus not subject to the liability that has 

driven many traditional underwriters from the market for microcap 

and small-cap initial public offerings.

15 

Our public securities attorneys provide the following services in 

connection with reverse merger transactions: 

- Assisting clients in locating an existing public reporting “shell” 

company, that has little or no assets or business, is current in 

its periodic reporting obligations with the SEC, has no or only 

limited liabilities that can be confirmed with some certainty in 

- due diligence, preferably has common stock quoted on 

the Over-The-Counter Bulletin Board held by at least 400 

shareholders of record, and does not need to first obtain 

stockholder approval to consummate any aspect of the 

transaction. 

- Introducing clients to other professionals with experience 

in reverse merger transactions, including owners and brokers 

of shell companies, accounting firms, placement agents, 

investors, and investor relations firms. 

- Conducting due diligence on the shell company, and 

restructuring the shell company to the extent necessary 

in advance of the transaction. 

- Structuring, negotiating and documenting the reverse merger 

transaction documents, including the acquisition agreement 

and all ancillary agreements.

16 



Alternative Public Offerings 

CONTINUED 

- Advising on compliance with securities laws and stock 

exchange rules. 

- Assisting in the preparation and filing of all reports to be 

filed with the SEC in connection with the reverse merger 

transaction, including all Section 16 forms, Forms 8-K, and 

Schedules 13D, 14f-1 and 14C. 

- Coordinating the responsibilities of management, opposing 

counsel and the other professionals involved in the process, 

including independent auditors, promoters and placement 

agents. 

- Structuring, negotiating and documenting of the PIPE 

financing documents, including the securities purchase 

agreement, registration rights agreement and all ancillary 

agreements, and assisting in the preparation and filing with 

the SEC of the resale registration statement for the shares 

sold in the PIPE.

17 

SEC Fixed Fee 

We offer legal services to existing publicly traded companies in 

connection with SEC regulatory compliance on a monthly “Fixed 

Fee” basis in lieu of our standard hourly fee arrangements. 

Our clients can pick and choose from a suite of services that 

they would like us to provide for a Fixed Fee, which often includes 

the following: 

- Exchange Act Reports. We review and comment on Forms 

10-K, Forms 10-Q, Forms 8-K, Forms 3, 4 and 5, and Schedules 

13D and 13G for approved individuals and investors. We 

assist in ensuring that all such Exchange Act reports are in 

compliance with applicable SEC rules. 

- Annual Proxy Statements. We prepare a Proxy Statement for 

the annual meeting of shareholders. 

- Routine SEC Communications. We coordinate all routine 

communications with the SEC with respect to Exchange Act 

filings. 

- Securities Due Diligence. We review company documents and 

information to enable comprehensive and accurate disclosure 

in Exchange Act filings.

18 



SEC Fixed Fee 

CONTINUED 

- Year End Obligations. We monitor and assist in meeting yearend 

disclosure and annual shareholder meeting obligations. 

- D&O Questionnaires. We prepare and distribute Directors’ 

and Officers’ Questionnaires to assist in complying with 

disclosure obligations. 

- Rule 144 Opinions. Upon request, we prepare Rule 144 opinion 

letters to transfer agents in connection with Rule 144 sales. 

- Press Release and Reg. FD. We advise with respect to 

company-drafted press releases, and Regulation FD 

compliance. 

- Board and Shareholder Meetings. We attend and prepare 

minutes for Shareholder Meetings and quarterly Board 

Meetings. 

- Coordination with Auditors. We coordinate with accountants 

as to the timing of the preparation of financial statements and 

related financial disclosure.

At the beginning of a Fixed Fee representation, we meet with 

such of the company’s key personnel as are designated to 

review files and agreements for purposes of orientation in order 

to gain a better insight into and understanding of the company 

and its business, define and agree upon a satisfactory client 

service plan, define the scope of our legal representation, and 

prioritize legal assignments. This orientation process is included 

within the Fixed Fee arrangement, and becomes the basis for 

establishing the amount of the Fixed Fee monthly payment. We 

asses this amount annually to make sure the Fixed Fee amount 

for successive years is commensurate with the services provided 

in the prior year. 

19

20 


ARBITRATION 

& MEDIATION PRACTICE

SAM’s attorneys include trained mediators and 

arbitrators in private and court-based disputes. 

They have served on court-appointed panels 

for intellectual property matters, as neutrals for 

the International Trademark Association and the 

World Intellectual Property Organization, as well 

as mediators in a wide variety of contract claims 

and commercial disputes. As a result of their 

expertise in connection with alternative dispute 

resolution (“ADR”), the firm’s attorneys can also 

play a vital role in counseling and representing 

clients engaged in or contemplating ADR to 

resolve important litigation and pre-litigation 

matters. ADR can play an effective role in reducing 

the time spent by executives and company’s 

employees as well as the litigation and 

administrative costs of litigation. 

21

22 


ARBITRATION 

& MEDIATION PRACTICE 

CONTINUED 

Our attorneys have experience using arbitration and mediation 

in a variety of contexts, including: 

- Commercial product distribution disputes; 

- Breach of contract claims; 

- Shareholder rights issues disputes; 

- Corporate governance disputes; 

- Copyright and trademark infringement disputes; 

- Copyright and trademark licensing disputes; 

- Internet domain name disputes; 

- Trade Dress (product/package design) disputes; and 

- Unfair Competition and false advertising disputes.

24 


BUSINESS LITIGATION

25 


MICHAEL SHERMAN 

The Firm’s business litigators have significant 

depth and breadth of resources and a detailed 

knowledge of clients’ industries and business 

concerns. As trusted counselors to middle market 

businesses, and particularly early stage, growth 

companies and entrepreneurs, we understand 

that how a company or entrepreneur handles 

dispute risk oftentimes is the difference between 

business success and failure.

26 



CONTINUED 

Litigation is often about efficiently analyzing complex legal and 

business challenges, and understanding litigation risk. All too 

often attorneys think and express themselves in terms of 

“cause and effect” or “action/reaction.” While our business 

litigators have impressive records as trial lawyers, we additionally 

focus on achieving creative, efficient, cost-effective solutions 

for our clients. 

Of course, there are times that disputes cannot be quickly 

resolved, and our clients face the prospect of a trial or an 

arbitration that may “go all the way”. Our attorneys have deep 

pre-trial, trial and alternative dispute resolution experience 

in connection with both state and federal court actions Our 

attorneys can take tough cases to trial or arbitration, and win.

27 

Our business litigators have represented household name 

Fortune 500 companies, middle market companies, and emerging 

growth companies and entrepreneurs. Our business litigators 

along with the other attorneys at the Firm seek to forge long 

term relationships with our clients throughout their evolutionary 

path. We deliver efficiency and value to every client we serve 

through a well-defined budget and clear communication about 

their case. Team members include: 

- MICHAEL SHERMAN 

- ANTHONY KEATS 

- KONRAD GATIEN 

- DAVID GUBMAN 

- VIVIAN LEE 

- HARRIS COHEN 

- PRESTON LIM 

- BARAK KAMELGARD

28 


MERGERS & ACQUISITIONS

29 

Group Chairpersons 

JONATHAN HODES 

& SCOTT GALER 

We advise clients in connection with a full range 

of mergers, acquisitions, dispositions, joint 

ventures and other strategic transactions, both 

public and private, domestic and international. 

At the commencement of a transaction, we 

bring our problem solving entrepreneurial spirit 

and unique practical experience to structure 

transactions, and to develop a due diligence 

process that focuses on the key value drivers 

for the business. Our experience and knowledge 

help ensure that you will successfully negotiate 

and close the most complicated transactions. 

Regardless of a company’s size or stage of 

development, we make our collective expertise, 

gained from handling a multitude of successful 

merger, acquisition and strategic transactions, 

available to each of our clients.

30 



CONTINUED 

The Firm prides itself on being able to devote significantly 

more high-level attention to our clients’ matters than other 

sophisticated law firms. Throughout the process, we work with 

management, keeping them fully informed and strategizing with 

them as developments arise. We pride ourselves on being highly 

responsive to our clients. 

The Firm’s clients include a wide variety of middle market public 

and private, domestic and international, companies, as well as 

entrepreneurs, family owned businesses, financial advisors, 

special committees, strategic buyers, investment groups and 

private equity firms. The Firm has handled transactions ranging 

in size from a few hundred thousand to over a billion dollars. 

The Firm has executed transactions across a wide range of 

industries including digital communication and media, Internet, 

software, SaaS and other technology based companies, as well 

as traditional aerospace, apparel, financial, life sciences, direct 

marketing, entertainment, transportation, consumer product and 

luxury brand companies, among many others. 

In addition to negotiating and documenting a transaction from 

the letter of intent through closing, the Firm offers its clients 

comprehensive legal and practical counseling, working with you 

to identify the right mix of resources, both inside and outside 

our Firm, to successfully complete the transaction. The Firm

31 

often plays an active role in pre-acquisition or divestiture 

planning, including tax planning and working with management 

and other company advisors to help better position you for a 

strategic transaction. 

While it is our objective to protect our client’s legal interests in 

connection with any transaction, the Firm never loses sight of 

your ultimate business goals and always strives to facilitate your 

business interests by providing practical and innovative legal 

advice and strategies. 

The Firm has extensive experience across the entire spectrum 

of business transactions, including: 

- Mergers, acquisitions and sales of both public and private 

companies 

- Stock and asset acquisitions and dispositions 

(including acquisition programs for private equity clients) 

- Strategic investments and joint ventures 

- Restructurings, recapitalizations and workouts 

- Reverse mergers, exchange offers and alternative 

public offerings 

- Tender offers and going private transactions

32 



& EMERGING GROWTH

33 

Co-Chairpersons 

JOSEPH STUBBS 

& SCOTT ALDERTON 

A core focus of our practice is serving the needs 

of emerging growth and technology companies. 

The Firm draws upon its attorneys’ broad 

transactional expertise to provide strategic 

legal and business advice to its emerging 

growth clients through their entire life cycle - 

from formation and initial funding, to venture 

capital financings and through eventual exit by 

IPO or acquisition.

34 




CONTINUED 

As a result of the Firm’s deep roots in the emerging growth market, 

the Firm understands the unique practical business needs of 

early-stage and high-growth companies. The Firm typically 

acts as outside general counsel to its emerging growth clients, 

including participating in board-level discussions and serving 

as an extension of the management team. The Firm strives to 

understand its clients’ business and markets and give them 

senior-level attention, which enables the Firm to provide practical 

and cost-effective legal advice. 

Representing private companies as they seek funding from 

venture capital firms, angel investors or other investors has been 

a key component of the Firm’s practice. The Firm also represents 

and has extensive relationships with the most prominent venture 

capital firms and angel investor groups in Southern California. 

The Firm has extensive experience in advising on a wide range of 

financing structures, including seed and angel investor financings, 

venture capital investments, private equity and other institutional 

financings, bridge loans, and PIPE transactions for public 

companies. The Firm’s representation of cutting-edge companies 

and leading investors allows it to stay apprised of developing 

market trends and, where appropriate, to make introductions to 

investors and companies.

36 



& TECHNOLOGY TRANSACTIONS

37 


KEVIN DEBRÉ 

The Firm combine extensive transactional and 

intellectual property expertise, business insight 

and an understanding of technology across a 

range of industries, within the United States and 

abroad. We enable our clients to leverage their 

intellectual capital to realize business objectives 

and achieve successful outcomes. Our attorneys 

know current business models and industry 

best practices and anticipate developments 

in the law to adapt to new technologies. We 

deliver creative and pragmatic solutions for 

maximizing the value of our clients’ technology 

and intellectual property assets. 

- TECHNOLOGY TRANSACTIONS 

- IP PROTECTION STRATEGY 

- PRIVACY & DATA SECURITY

38 




Technology Transactions 

Our lawyers understand the business of intellectual property. 

We enable clients to capture market opportunities and build 

businesses based upon intellectual property. Our attorneys 

focus on getting deals done. We have extensive experience in 

forging successful business relationships to acquire, develop, 

license, sell and commercialize intellectual property and 

technology throughout the world. Having structured and 

negotiated hundreds of IP-driven commercial transactions, we 

know what terms are customary and we identify those that are 

“out of market.” These transactions include strategic partnering 

relationships and joint ventures, licensing deals, university 

technology transfers, patent assignments, product development 

and distribution arrangements, research and development 

collaborations, manufacturing agreements and sales and 

marketing relationships. Our attorneys are particularly skilled 

in closing deals for emerging growth companies engaged in 

negotiations with much larger companies. After agreements 

are signed, we assist clients, when necessary, in managing 

these business relationships to ensure their expected outcomes 

are realized.

39 

IP Protection Strategy 

Our lawyers understand the value of intellectual property. 

We enable clients to maximize the value of their intellectual 

property and the security of their innovations. We create and 

implement strategies, aligned with business objectives, to 

encourage IP development, build defensible IP barriers to 

competition, monetize IP assets and, ultimately, realize returns 

on IP investments. Our attorneys formulate and implement 

patent protection guidelines, evaluate IP portfolios in acquisitions, 

produce patent maps for planning technology and product 

roadmaps, build and manage trademark portfolios and create 

policies and procedures to safeguard trade secrets. With an 

IP strategy in place, our clients are positioned to defend their 

markets and make productive use of their intellectual property 

in licensing and merchandising transactions, technology 

collaborations and acquisitions.

40 




Privacy and Data Security 

Our lawyers understand the importance of personally identifiable 

information and data. 

We enable clients to minimize risks that can lead to a loss of 

valuable data and to comply with the growing body of privacy 

and data security laws and regulations in the United States and 

abroad. We evaluate our clients’ data collection, protection, 

use and sharing practices to assess liability risks and provide 

solutions to minimize these risks. Our attorneys counsel clients 

concerning online advertising campaigns, marketing programs, 

location-based services, and privacy by design practices for 

developing new products and services. We develop tailored 

privacy and data security policies to bring clients into 

compliance with legal and regulatory requirements and industry 

best practices.

42 


TRADEMARK & 

COPYRIGHT PRACTICE

43 


ANTHONY M. KEATS 

& KONRAD GATIEN 

Our firm attorneys have more than 30 years of 

experience in counseling clients on the creation 

of brand identification, registration and procurement 

of brands and creative content, as well 

as the litigation of disputed matters involving 

trademarks, copyrights, unfair competition, 

domain names, websites, rights of publicity and 

related claims. 

- BRAND DEVELOPMENT 

- CONTENT PROTECTION 

- LITIGATION 

- REGISTRATION 

- ENFORCEMENT

44 


TRADEMARK & 

COPYRIGHT PRACTICE 

Brand Development 

Our firm attorneys are uniquely positioned to assist clients 

in the development of their brand strategies – from start-ups 

to established marketers. Our attorneys have worked in nonlegal 

positions, such as product brand management, sales, and 

advertising, and work with clients in the development of business 

plans for the establishment, marketing and growth of their 

intellectual property assets. Our attorneys and the support staff 

are prepared to conduct strategic audits of existing brands as a 

precursor to any IP asset acquisition or transfer. In addition, we 

work closely with outside experts in the areas of valuation as well 

as tax-driven structuring on a domestic and international basis.

45 

Content Protection 

For those in the “Creative Community” content has always been 

viewed as king. Copyright protection is a right provided for in 

the U.S. Constitution. Our attorneys and support staff will work 

with clients at various stages of the creative process to insure 

that their creative output is protected. We work with a diverse 

community from advertisers and video producers to musicians, 

actors, writers, and fine artists. In addition, we work closely 

with our clients to “vet” creative works to determine that they do 

not infringe upon the work of others. The Internet has created 

an enormous marketplace for content and for those pirates 

who would seek to infringe upon the rights of the creators. We 

develop protection programs including monitoring of the 

Internet, notice and take-down programs to try to control the 

amount of content piracy that our clients find on the Internet. 

The practice group also represents the full range of clients in 

copyright litigation matters in the federal courts.

46 


TRADEMARK & 


Litigation 

Our firm represents clients in the courts throughout California 

and across the United States. Our attorneys have years of 

experience in all aspects of intellectual property litigation from 

development of litigation strategy, discovery planning, creation 

of pleadings through to the conducting of trials. Our 

litigation clients have represented diverse economic and 

creative interests from Fortune 500 companies to individual 

artists. Litigation matters have included claims of trademark 

infringement, copyright infringement, counterfeiting and piracy, 

trade dress infringement, unfair competition, violations of 

rights of publicity and privacy, licensing and merchandising 

disputes, domain name infringement, web site infringement 

and other Internet-related matters, breach of contract, 

commercial disputes, business disparagement, business torts, 

idea submission, and libel and slander claims.

47 

Registration 

Our firm provides its clients with a complete range of 

registration services for the protection of their trademarks 

in the United States and around the world. Our 

practice involves not only the development of clearance 

strategies, but legal opinions with regard to availability 

of trademarks for purposes of registration and use. Our 

lawyers and trademark paralegals work with our clients 

to file appropriate applications for trademark protection 

at the United States Patent & Trademark Office as well as 

registrations in countries throughout the world. We also 

work with our clients to register their creative works with 

the U.S. Copyright Office as well as with various guilds 

and other government agencies where appropriate. 

With respect to patent registrations, our firm works with 

several firms who have the expertise in the particular fields 

of invention, from mechanical to bio-tech, to be certain 

that our clients’ novel works are protected. 

Representing clients in inter-partes proceedings before 

the United States Trademark Trial and Appeal Board. Our 

attorneys have extensive experience representing clients

48 


TRADEMARK & 


Registration 

CONTINUED 

whose registrations are being opposed or who are opposing 

other applications for trademarks likely to cause confusion 

to the consuming public. We also represent both Petitioners 

and Registrants in cancellation proceedings before the 

same federal body. 

We offer the following services: 

- Counseling with respect to the selection and clearance 

of trademarks, including assignments of potentially 

conflicting trademarks. For example, our attorneys 

worked with a major cable television channel in the 

selection of the name for its new fashion and homelifestyle 

cable channel. 

- Counseling with respect to appropriate searching 

strategies. For example, often clients will select a 

number of possible marks for use in connection with 

their business. We often assist clients in determining 

the most cost-effective way of searching for conflicts 

and clearing the marks whether it be for several new 

film and entertainment companies or an air cargo 

carrier. We utilize both in-house generated on-line

49 

searches as a quick preliminary screening mechanism 

as well as outside professional vendors for more 

comprehensive searches. 

- Preparing and filing applications to register trademarks 

with the United States Patent & Trademark Office, as well 

as state authorities, where appropriate. For example, 

our attorneys and trained trademark paralegals will 

engage in the filing of a variety of trademarks, design 

marks and logos for goods in services in more than 45 

International Classifications before the United States 

Patent and Trademark Office. Our firm also tracks 

the applications through the registration and beyond 

through the use of an in-house trademark database. 

- Directing a network of Stubbs Alderton’s foreign 

associates in preparing and filing applications to 

register trademarks worldwide. Our seasoned attorneys 

have developed working relationships with hundreds 

of foreign trademark lawyers who assist our clients 

in obtaining protection in hundreds of countries and 

territories. As global trademark registration programs 

require substantial resources to establish, we work with 

our clients to prioritize those foreign jurisdictions with 

respect to business activity, future market growth, and 

likelihood of infringing activity.

50 


TRADEMARK & 


Enforcement 

Our attorneys have been leaders in conceiving and implementing 

programs to protect client intellectual property rights. They 

are nationally recognized for their particular efforts in battling 

counterfeiting and piracy in the United States and overseas. 

We have implemented these important enforcement programs, 

domestically, internationally, and online for a wide variety of 

clients and with respect to numerous properties-from movies 

and sports teams and trade associations, to luxury goods 

from the world’s most famous designers, to consumer and 

personal care products from manufacturers around the world. 

Our attorneys work closely with our clients to develop strategic 

plans, including budgeting, specifically tailored to protect our 

clients’ rights in their valuable intellectual property.

51 

Among our enforcement activities are: 

- Obtaining and executing nationwide ex parte seizure orders; 

and other unique remedies such as renewable orders, 

asset-freezing orders, and civil contempt orders. 

- Obtaining and executing ex parte seizure orders 

simultaneously at numerous locations. 

- For “events” such as the release of blockbuster films or 

television shows, music concerts, and major sporting events 

(e.g. the Rose Bowl game, the Major League Baseball All- 

Star Game and playoff games), combating infringement 

through nationwide street sweeps by investigators, criminal 

enforcement, U.S. Customs enforcement, nationwide ex 

parte seizure orders, and voluntary relinquishments. 

- Maintaining programs which address infringement by 

numerous individuals and companies throughout the 

United States and worldwide. 

- Litigating against non-cooperative infringers. 

- Providing training and working with law enforcement 

agencies such as the local police or U.S. Customs to 

combat counterfeiting and piracy.

52 


TRADEMARK & 


Enforcement 

CONTINUED 

- Working with law enforcement agencies and U.S. Customs 

to combat criminal infringement and illegal importation of 

infringing items. 

- Protecting our clients’ rights with respect to venue owners 

where infringing and counterfeit products are sold. 

- Employing and supervising investigators worldwide who 

uncover and report intellectual property infringements 

and who gather vital information necessary to combat this 

infringement. 

- Obtaining voluntary relinquishment of infringing products. 

- Maintaining a detailed database of infringers. 

- Assisting our clients in developing public relations and 

advertising campaigns aimed at educating consumers regarding 

intellectual property rights. 

- Implementing hotlines for consumers to report intellectual 

property infringement.

54 



& ENTERTAINMENT

55 


GREG AKSELRUD 

The Firm advises Internet, Digital Media and 

Entertainment companies in all aspects of their 

corporate, strategic and licensing businesses. 

- INTERNET 

- DIGITAL MEDIA 

- ENTERTAINMENT

56 




Internet 

The Firm’s Internet law practice focuses its business and 

intellectual property expertise on transactions occurring on the 

Internet and on mobile platforms. 

The breadth of the Firm’s expertise, with its representation 

of high profile Internet companies, highlights the Firm’s core 

competence in Internet law matters. 

The Firm possesses significant experience in: 

- The protection of copyrights, trademarks, domain names and 

trade secrets online; 

- General website operational matters (such as the preparation 

of website terms of use or service and privacy policies, and 

compliance with the Digital Millennium Copyright Act); 

- Internet and e-commerce matters; and 

- Technology, content and multimedia licensing, distribution, 

and marketing matters, including advertising and other 

revenue generation transactions, software and hardware 

bundling transactions, content licensing transactions for 

Internet and mobile platforms, co-marketing transactions and 

co-branding transactions.

57 

Digital Media 

The Firm understands the importance of protecting and 

managing digital media content, whether through traditional 

server-based distribution mechanisms, or over peer-to-peer 

networks. The Firm’s digital media practice assists technology 

companies and content owners structure the licensing and 

distribution of proprietary intellectual property, whether audio, 

photographs or video, on the Internet and on mobile platforms, 

including through content and multimedia licensing, distribution, 

and marketing. 

These transactions involve, among other matters: 

- Advertising and other revenue generation transactions; 

- Software and hardware bundling transactions; 

- Content licensing transactions for Internet and mobile 

platforms; 

- Co-marketing transactions; and 

- Co-branding transactions.

58 




Entertainment 

The Firm’s entertainment practice focuses its corporate, 

M&A and digital media expertise in assisting individuals 

(including actors, producers, directors, musical artists and 

athletes and film, television and digital media production 

companies in various transactions, including, investment 

transactions, joint ventures and mergers and acquisitions.

60 



& VIDEO GAMES

61 


SCOTT ALDERTON 

& GREG AKSELRUD 

Our video games practice possesses broad and 

extensive experience with intellectual property 

protection and exploitation, Internet best practices 

(such as COPPA safe-harbor protection 

and online game privacy policies and terms of 

use), and the legal issues related to the use and 

trade of virtual goods, the Firm’s distinguishing 

factor is its deep knowledge of the publishing, 

development and distribution deals across the 

entire swath of the video games industry. The 

Firm has handled numerous publishing and 

financing negotiations from sub-million dollar 

social games to the largest AAA titles and 

MMOs. The Firm’s video games practice handles 

some of the most high-profile and complex deals 

in the industry.

62 


TAX & ESTATE PLANNING

63 


MICHAEL SHAFF 

The Firm’s tax practice is integrally involved in 

supporting and developing the Firm’s business 

and transactional practice. We handle disputes 

with the IRS and with the all state taxing 

agencies for companies and individuals, on a 

wide variety of issues. We also provides estate 

and tax planning advice and drafting of trusts 

and wills.

64 



CONTINUED 

We engage in planning in connection with: 

- Mergers, acquisitions and buyouts; 

- Restructurings and financings; 

- Executive compensation; 

- Partnership and limited liability 

- Company taxation; 

- Corporate taxation; 

- Taxation of real estate investments (including REITs); 

- Licensing; 

- International matters (both inbound and outbound), 

representing both domestic and foreign companies 

and individuals.

OUR CLIENTS

67 

“A key value of SAM is to devote our efforts to the 

business success of our clients. We succeed as our clients 

prosper and grow. Our client relationships are usually 

long term and characterized by our dedication to both 

understand the business and objectives of our clients 

and provide timely, diligent, right-sized services, 

skillsets and advice to suit the true needs of our valued 

clients, whether they be start-ups, publicly traded 

companies or entrepreneurs.” 

— MURRAY MARKILES Partner

68 

OUR CLIENTS 

REPRESENTATIVE LIST 

Public Clients 

AtheroNova 

AuraSource 

Hemacare Corporation 

IronClad 

Research Solutions 

Saleen Automative, Inc. 

Talon 

Taitron 

Vitesse 

Xinergy 

Private Clients 

Adly 

Atomico 

BBE Sound Inc. 

Beats by Dr. Dre 

Bodyblade 

The Bouqs Co. 

Broadspring 

CrossCore 

Cumming Corporation 

DFJ Frontier 

Dun & Bradstreet Cred. Corp 

Electus 

Europlay Capital Advisors, LLC 

Evolution Robotics 

Exist 

Federal Industries, Inc. 

FocalPoint 

GGL Global Gaming 

Global Rallycross 

Goldstar 

Goodthreads 

Humble Bundle 

InvestedIn 

Iris International 

Joltid

69 

Kotura 

Language Weaver 

Link It Software 

Lucky Strike 

Mad Dogg Athletics 

Mission Ventures 

Mitratech 

Morph Labs 

Nerdist 

Newbridge College 

New Century Capital Partners 

Originate 

Pasadena Angels 

Peak Pilates 

Pivotal BioSciences 

Production Beast 

Providea 

Raptr 

Rdio 

Redpoint Ventures 

Renaissance Capital Group 

Rentables.com 

Resist-a-ball 

Riot Games 

Runic 

The Search Agency 

Siemer & Associates 

Sigue 

SJ Investment Company, LLC 

SodaHead 

Spinning 

Sunrise Brands 

Super Heat Games 

Sweety High 

Taisei 

Tech Coast Angels 

Tech Forward 

TMAD Taylor & Gaines 

TombFinder.com 

Turtle Rock Studios 

UGI 

Undead Labs 

Vdio 

Velocify 

Yowza 

Zodiac Aerospace

REPRESENTATIVE 

TRANSACTIONS

71 

“Since 2002, we have successfully represented companies all 

along their ‘evolutionary path’ — from start-up, through 

all of the pains of growing a company, to liquidity. Our 

vast corporate, securities, M&A and IP experience allow 

us to advise clients no matter where they are on that path, 

whether a single entrepreneur just starting out, a middle 

market company, or a larger private or public company.” 

— V. JOSEPH STUBBS

72 

REPRESENTATIVE 

TRANSACTIONS 

Selected transactions in which our lawyers have taken 

a principal role include: 

- Representation of Skype Technologies S.A. in its $2.6 billion 

acquisition by eBay Inc. (Nasdaq: EBAY). 

- Representation of 51 Minds Entertainment in its (amount 

undisclosed) sale of a majority interest to Endemol. 

- Representation of Sigue Corporation in connection with 

its acquisition of the money transfer business division of 

Coinstar, Inc. (amount undisclosed). 

- Representation of Electronic Clearing House, Inc. in its 

$131 million acquisition by Intuit, Inc. 

- Representation of Sigue Corporation in connection with 

its financing with Fifth Third Bank (amount undisclosed). 

- Representation of Atascadero Christian Home in connection 

with its $30 Million financing with Heritage Oaks Bank and 

the California Enterprise Development Authority. 

- Representation of Sage Community Group in an equity 

financing with Black Rock Realty Advisors, Inc. (amount 

undisclosed) and an entitlement project for a large parcel 

of land.

73 

- Representation of Adhesive Games in the $10M financing 

by Benchmark Capital and FirstMark Capital for “Hawken” 

development project. 

- Representation of Nerdist in its sale to Legendary Pictures 

(amount undisclosed). 

- Representation of Turtle Rock Studios in a deal with THQ 

to publish “Left 4 Dead.” 

- Negotiation of a Video Game Development Agreement on 

behalf of Undead Labs, LLC with Microsoft Game Studios. 

- Representation of Machinima on the talent side regarding 

its RCVR webisode series. 

- Representation of SuperGiant Games in its partnership 

with Warner Bros Interactive Entertainment to publish 

action role-playing game “Bastion.” 

- Representation of GRP Partners regarding their investment 

in Gravity (amount undisclosed). 

- Representation of Atomico Ventures in its investment 

in FAB, Inc. (amount undisclosed). 

- Representation ThinkPets in its sale to VCA Antech, Inc.

OUR ATTORNEYS

75 

Greg Akselrud 

Scott Alderton 

Ryan Azlein 

Adam Bagley 

Harris Cohen 

Kevin DeBré 

Nick C. Feldman 

Jonathan Friedman 

Scott Galer 

Konrad Gatien 

Sean Greaney 

David Gubman 

Jonathan R. Hodes 

Barak J. Kamelgard 

Mariam Tonya Karson 

Tony Keats 

Daniel Kim 

Vivian S. Lee 

Preston Lim 

Murray Markiles 

John McIlvery 

Michael Shaff 

Michael A. Sherman 

Joe Stubbs 

Louis A. Wharton

76 

GREG AKSELRUD 

Partner 

Direct Voice: 818.444.4503 | Direct Fax: 818.444.6303 

@gregakselrud 

Greg Akselrud is a founder and partner of the Firm. 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. 

Greg is an Adjunct Professor of Law at Loyola Law School, Los 

Angeles, teaching Business Planning I: Financing the Start-Up 

Business and Venture Capital Financing. 

Greg is the author of Hit Man: The Fourth Circuit’s Mistake in Rice 

v. Paladin Enters., Inc., 19 Loy. L.A. Ent. L.J. 375 (1999). 

Greg received his B.A. from University of California at Los 

Angeles and his J.D., cum laude, from Loyola Law School. He is 

admitted to practice law in the State of California.

77 

Practice and Experience 

- Acting as strategic counsel to individuals in the entertainment 

and sports industries (such as actors, directors, producers, 

music artists and athletes), and film, television and digital 

media production companies, representing their interests 

in investment transactions, joint ventures and mergers and 

acquisitions; 

- Advising entertainment, Internet, peer-to-peer and other 

technology clients in a variety of matters arising on the 

Internet or on mobile platforms, including, with respect to 

content licensing and exploitation, Internet advertising and 

other revenue generating transactions (such as bundling, 

co-marketing and co-branding), and general website matters 

(such as the preparation of terms of use or service and 

privacy policies, and compliance with the Digital Millennium 

Copyright Act). . . 

To learn more about Greg’s practice and experience: 

stubbsalderton.com/attorneys/akselrud-greg

78 

SCOTT ALDERTON 

Partner 


Mobile: 818.486.1970 

Scott Alderton is a founding partner of the Firm, Managing Partner, 

and a member of the Firm’s Executive Committee. Scott is 

co-chair of the Firm’s Venture Capital and Emerging Growth 

Practice Group and chair’s the Firm’s Interactive Entertainment 

and Video Games Group. 

Scott advises both public and private clients across a number of 

industries, including technology, manufacturing and distribution 

of goods in commerce, finance, the Internet, interactive video 

games, and new media industries. 

Scott’s practice focuses on advising middle-market, technology, 

emerging growth, and development stage companies in the 

areas of corporate and securities, mergers and acquisitions, high 

technology, business, licensing, intellectual property, interactive 

entertainment and video games, the Internet and multimedia. 

Scott is frequently referenced as one of the top “start-up” 

lawyers in Southern California, with over twenty-nine years of 

experience working with technology and emerging growth 

companies at all stages along their evolutionary path. Scott’s 

practice also includes a wide variety of federal and state 

securities laws matters, including the representation of venture 

capital funds, issuers and investment bankers in public

79 

offering registrations and private placements of securities, 

counseling both public and private clients in reverse merger 

and/or exchange transactions with public shell companies (i.e., 

alternative public offerings), as well as counseling issuers in 

connection with securities offerings and federal and state securities 

law reporting requirements. 

Scott has served as an Adjunct Professor of Law at Loyola 

Law School, teaching Securities Regulation, and is a frequent 

speaker on matters relating to technology, intellectual property, 

capital formation and capital raising transactions and emerging 

growth companies. 

Scott received his B.A. from University of California at 

Los Angeles in 1982 and his J.D., cum laude, in 1985 from 

Loyola Law School. He is admitted to practice law in the State 

of California. . . 

To learn more about Scott’s practice and experience: 

stubbsalderton.com/attorneys/alderton-scott

80 

RYAN AZLEIN 

Partner 


Ryan Azlein is a Partner with the Firm, and serves as Director 

of the Firm’s Preccelerator Program. 

Ryan advises a wide range of both private and public clients, 

focusing on emerging growth, development stage and middlemarket 

companies as well as the venture capital firms, angel 

investors and strategic investors that invest in these types of 

companies. 

Ryan’s practice concentrates on venture capital and corporate 

finance, mergers and acquisitions, equity and executive 

compensation matters, intellectual property development and 

licensing arrangements, SEC reporting and disclosure, public and 

private securities offerings, complex partnering arrangements, 

and general corporate matters. 

Ryan is actively involved in the Southern California emerging 

company and venture capital community. In addition to 

managing the Preccelerator Program, Ryan regularly lectures 

to entrepreneurs, peer groups and students on various topics, 

including venture capital financing and issued faced by emerging 

growth companies.

81 

Ryan received his B.A., with Honors, from the University of San 

Diego in 1996 and his J.D. in 1999 from the Berkeley Law, 

University of California at Berkeley. Ryan is admitted to practice 

law in the State of California. 


- Acting in the role of outside general counsel to numerous 

venture-backed and early stage growth companies, including 

companies in mobile, software, digital media, Internet, medical 

device and technology industries. 

- Advising top-tier venture capital firms, angel investors, family 

offices and other investors in connection with structuring and 

completing $100’s of millions of venture and private equity 

investment transactions. 

- Serving as lead counsel in numerous mergers and acquisitions, 

dispositions and other strategic transactions involving both 

public and private companies. . . 

To learn more about Ryan’s practice and experience: 

stubbsalderton.com/attorneys/azlein-ryan

82 

ADAM C. BAGLEY 

Associate 


Adam C. Bagley is an associate of the Firm and was formerly an 

associate of the international law firm Milbank, Tweed, Hadley & 

McCloy, LLP in Los Angeles. 

Adam’s practice focuses on corporate transactions, including 

mergers and acquisitions, dispositions, joint ventures, private 

equity transactions, public and private debt finance and 

general corporate representation for both public and private 

companies. In addition, Adam assists clients with general 

securities law compliance, corporate governance issues and 

general corporate matters. Adam also advises entrepreneurs as 

well as development-stage and emerging-growth companies on 

business formation issues. 

Adam received his B.S. in Business Management, cum laude, 

from Brigham Young University in 2005 and his J.D. from 

Harvard Law School in 2008. He is admitted to practice law in 

the State of California.


Mergers and Acquisitions 

- Representation of a gaming company in the sale of key 

operating assets in the aggregate amount of $772 million. 

- Representation of majority shareholders of a privately held 

professional sports franchise in connection with the sale of 

equity interests in aggregate amount of $340 million. 

- Representation of an investment group in the purchase of 

an interactive gaming software company in the aggregate 

amount of $21 million. 

- Representation of an entertainment company in the purchase 

of a sports production company in aggregate amount of 

$1 million. . . 

To learn more about Adam’s practice and experience: 

stubbsalderton.com/attorneys/bagley-adam

84 

HARRIS COHEN 

Of Counsel 


Harris is Of Counsel to the firm since 2014. 

Harris has broad experience litigating matters including real 

estate, bankruptcy, employment, medical malpractice, personal 

injury, probate, patent, healthcare, and general business matters. 

He has litigated matters in the California Superior Court, United 

States Bankruptcy Court, United States District Court and the 

Bet Din and handled appeals in the California Appellate Court, 

Bankruptcy Appellate Panel and Ninth Circuit Court of Appeals. 

Harris received his B.A. in Economics from the University of 

California at Los Angeles and his J.D., cum laude, from Loyola 

Law School. He was a member of the St. Thomas More Law 

Honor Society and is a Co-Author of “Payroll-Based Tax Credit 

Employee Stock Ownership Plans,” 12 Journal of Pension 

Planning and Compliance 149, 1986. He became a member of the 

California State Bar in 1985.

85 


- Successfully represented foreclosure fund in defense 

of numerous challenges to series of foreclosure purchases. 

- Successful as co-counsel in having U.S. District Court invalidate 

a patent on behalf of client sued for infringing patent. 

- Represented nationally known civil rights attorney in 

Bankruptcy non-dischargeability litigation resulting in six 

figure judgment for plaintiff. 

- Represented agency of the United States in Los Angeles 

Superior Court and succeeded in having case dismissed.

86 

KEVIN D. DEBRÉ 

Partner 


Mobile: 323.251.9929 

Kevin D. DeBré is the chair of the Firm’s Intellectual Property 

& Technology Transactions Practice Group. Kevin advises 

entrepreneurs and companies that use intellectual property 

to build their businesses. Kevin has particular expertise in 

structuring and negotiating technology commercialization and 

patent licenses, strategic alliances, research and development 

collaborations, trademark licensing and brand merchandising 

agreements and manufacturing, distribution and marketing 

arrangements. He also counsels clients on compliance with data 

security and privacy laws and regulations. 

Kevin is a business lawyer, a registered patent lawyer and a 

former engineer. He focuses on representing software companies, 

semiconductor design firms, mobile commerce businesses, 

e-commerce enterprises, electronics and hardware 

manufacturers, media companies, content developers and 

publishers, biotechnology companies and medical device 

manufacturers both in the United States and abroad. 

Kevin is a frequent guest lecturer in undergraduate and graduate 

level entrepreneurship courses at UCLA Anderson School of 

Management, UCLA School of Engineering, USC Marshall School

87 

of Business, Pepperdine University and Chapman University, 

and serves as Chairman of the Caltech Entrepreneurs Forum, an 

organization that facilitates the growth and success of 

technology-based entrepreneurial ventures in Southern California. 

He has been quoted in numerous high-tech industry publications 

and has appeared on Bloomberg TV. Kevin is also a speaker 

at numerous conferences on technology commercialization and 

intellectual property licensing and he has published several 

articles on licensing. Kevin is the author of “Licensing of Trade 

Secrets and Know-How,” a chapter of Trade Secret Litigation and 

Protection in California, an attorney’s practice book published 

by the State Bar of California. In addition, Kevin is a contributing 

author of “Joint Ventures and Strategic Alliances,” a chapter 

of Intellectual Property in Business Transactions, an attorney’s 

practice book published by Continuing Education of the Bar, and 

is an update author of “Exploiting Trade Secrets by Licensing” and 

of “Form Licensing Agreements and Provisions,” two chapters 

of Trade Secrets Practice in California (Second Edition) published 

by Continuing Education of the Bar. Kevin has been selected 

multiple times as a Southern California Super Lawyer and is 

the founder and Chair of the Licensing Interest Group of the 

California State Bar Intellectual Property Section. . . 

To learn about Kevin’s practice and experience: 

stubbsalderton.com/attorneys/debre-kevin

88 

NICK C. FELDMAN 

Associate 


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. 

Nick also serves an Adjunct Professor at Loyola Marymount 

University, where he lectures on media law topics. 

Nick received his B.A. from the University of Washington and his 

J.D. from Loyola Law School, where he was Editor-in-Chief of the 

Loyola of Los Angeles Entertainment Law Review and a recipient 

of the Otto Kaus Award for Excellence in Legal Scholarship. He is 

admitted to practice law in the State of California.

89 


- Mergers, acquisitions and divestitures; 

- capital formation, venture capital and financing transactions; 

- commercial contracts, including license agreements, 

distribution agreements and consulting agreements; 

- entertainment contracts; 

- executive employment agreements; 

- acting as strategic counsel to a variety of privately held 

technology companies; 

- advising public and private companies on general corporate 

matters, including formation, commercial contracts, licensing 

transactions and compensation matters.

90 

JONATHAN FRIEDMAN 

Partner 


Mobile: 818.625.0408 

Jonathan Friedman is Partner at the law firm of Stubbs Alderton 

& Markiles, LLP. 

Jonathan advises a wide range of both public and private 

clients, including development-stage, emerging-growth and 

middle-market companies as well as angel investors, venture 

capital firms and strategic investors. Jonathan’s practice focuses 

on venture capital and corporate finance, intellectual property 

licensing, mergers and acquisitions, securities law and general 

corporate and business matters. Jonathan has represented 

corporations and other entities in a wide variety of industries, 

including Internet and e-commerce, apparel, medical devices, 

entertainment and high technology. 

Jonathan has substantial experience managing a variety of 

strategic transactions, including angel and venture capital 

financing transactions, private equity and debt financings, 

mergers and acquisitions in the public and private markets and 

offerings by public companies. In addition, Jonathan counsels 

companies in connection with SEC reporting requirements 

and registrations, federal and state securities laws, corporate 

governance issues, joint ventures and strategic alliances and

91 

commercial contracts. Jonathan also has expertise advising 

companies in their formation process as well as on intellectual 

property matters including patents, trademarks, copyright and 

trade secrets. 

Jonathan is a member of the Executive Committee of the 

Canadian California Business Council, an entity that was formed 

to support Canada and California businesses growth. The 

Council aims to use its membership network to connect bi-lateral 

opportunities that will result in the job creation, investment 

connection and trade partnership support. 

Jonathan received his Bachelor of Applied Science in Mechanical 

Engineering in 1998, his M.B.A. in 2002, and his J.D. in 2002, all 

from the University of Toronto. Prior to joining the firm in 2005, 

Jonathan was an associate at Testa, Hurwitz & Thibeault, LLP in 

Boston. Jonathan is admitted to practice law in the States of 

California, New York and Massachusetts. 

To learn about Jonathan’s practice and experience: 

stubbsalderton.com/attorneys/friedman-jonathan

92 

SCOTT GALER 

Partner 


Mobile: 818.307.2268 

Scott Galer is a partner at Stubbs Alderton & Markiles, LLP 

and co-chairs the firm’s Mergers and Acquisition Practice Group. 

Scott’s practice focuses on counseling private and public middlemarket 

and emerging growth companies in areas of mergers 

and acquisitions, securities offerings, joint ventures, complex 

brand and technology licensing and other strategic business 

arrangements. 

Scott has expertise in managing a wide variety of corporate 

and financial transactions, including mergers, stock and asset 

acquisitions and dispositions, roll-up and spin-off transactions, 

public offerings (representing both issuers and investment 

bankers), alternative public offerings, debt and equity financings 

(representing issuers, lenders and investors), secured lending 

transactions and financial restructurings. In addition, Scott 

has expertise in advising emerging growth companies from 

formation through their various stages of growth, including 

formation, seed and venture capital financing, complex operating 

and stockholder agreements, employment contracts and equity 

incentive arrangements.

93 

Scott is experienced in negotiating and drafting a wide range 

of business arrangements, including joint venture agreements, 

complex brand and technology licensing agreements, marketing 

and endorsement agreements, manufacturing and distribution 

agreements, credit agreements and numerous other general 

corporate and commercial contracts for companies in a variety 

of industries. 

Scott also counsels and advises companies in connection with 

34 Act reporting requirements, corporate governance, federal 

and state securities laws, and other issues that commonly arise 

for companies while operating their businesses, as well as during 

the process of corporate and financial transactions. 

Scott has over twenty years of experience counseling and serving 

as a strategic partner to companies at all stages along their 

evolutionary path, and prides himself at being highly responsive 

to his client’s needs. 

Scott received his J.D. from Harvard Law School in 1992 and 

his B.A., summa cum laude, in Business/Economics from the 

University of California at Los Angeles in 1989. He is admitted to 

practice law in the State of California. . . 

To learn about Scott’s practice and experience: 

stubbsalderton.com/attorneys/galer-scott

94 

KONRAD GATIEN 

Partner 


Konrad is a partner of the Firm, and co-chair of the Trademark 

and Copyright Practice Group. 

Konrad is involved in all aspects of brand creation, promotion 

and protection, assisting clients in the selection and adoption 

of brand names, securing copyrights and trademarks worldwide, 

and running specialized global enforcement programs. 

Konrad has been featured in the following publications and 

speaking engagements: 

- Speaker, Trademark and Copyright Practice, San Fernando 

Valley Bar Association (Nov. 2013); 

- Moderator, Protecting Content Through Branding, Beverly 

Hills Bar Assoc. (Sept. 2012); 

- Speaker, How to Protect Your Brand, Thomson Reuters 

webinar (Feb. 2012); 

- Author, Pain Is Temporary, Film is Forever: Copyright Extension 

Through Branding, Thomson Reuters (Feb. 2012);

95 

- Author, Fan Web Sites and Copyright Enforcement, Los 

Angeles Lawyer Magazine, 20th Annual Entertainment Law 

Issue (May 2004); 

- Author, Internet Killed the Video Star: How In-House 

Internet Distribution of Home Video Will Affect Profit 

Participants, Fordham University School of Law, Fordham 

Intellectual Property, Media & Entertainment Law Journal 

(Spring 2003); 

- Author, How Encryption and National Security will Affect the 

Future of Digital Film Distribution, Southwestern University 

Journal of Law and Trade in the Americas (Fall 2001). 

Konrad’s work has been cited in The Trademark Reporter; Wright 

& Miller: Federal Practice and Procedure; Washington Law 

Review; Berkeley Technology Law Journal; Rutgers Computer and 

Technology Law Journal; and the Entertainment Law Reporter. . . 

To learn about Konrad’s practice and experience: 

stubbsalderton.com/attorneys/gatien-konrad

96 

SEAN GREANEY 

Senior Counsel 


Mobile: 909.576.3374 

Sean Greaney is Senior Counsel of the Firm. 

Sean served as an Associate of the Firm from 2010 to 2013, and 

rejoined the Firm in 2014. Prior to rejoining the Firm, Sean acted 

as Corporate Counsel to Beats by Dr. Dre (acquired by Apple 

Inc.). In his role at Beats, Sean supported the operations, 

marketing, engineering, facilities and finance teams in all legal 

matters, including: 

- Advised operations team on all global supply chain matters, 

including supplier relationships, business strategies and 

related policies. 

- Supported marketing team on marketing partnerships, talent, 

licensing and co-branding arrangements. 

- Partnered with facilities team on general administration 

matters and all matters related to Beats’ move to its new 

Culver City headquarters. 

- Drafted and negotiated all agreements supporting $1.4B+ 

in revenue: manufacturing and supply, tooling, development

97 

and logistics, talent, royalty, licensing, co-branding, 

construction, and master services agreements and NDAs. 

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 middlemarket, 

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. 

Sean received two B.A. degrees from California State University, 

Fullerton in 2004 and his J.D., cum laude, from Pepperdine 

University School of Law in 2007. He is admitted to practice law 

in the State of California. . . 

To learn about Sean’s practice and experience: 

stubbsalderton.com/attorneys/greaney-sean

98 

DAVID GUBMAN 

Of Counsel 


David joined the Firm in 2014 as Of Counsel. 

David has broad experience in all phases of business litigation 

including pre-trial development, discovery and motion practice, 

trials and appeals. 

David’s litigation experience encompasses various substantive 

areas, including, but not limited to, intellectual property disputes; 

business litigation, including business torts, contract and unfair 

competition disputes; entertainment litigation, including profit 

participations; media issues; securities fraud and RICO; and, 

professional negligence. 

David received his A.B. in Political Science from Stanford University, 

and his J.D. from Harvard Law School. David is admitted to 

practice, California, State and United States District Courts (C.D. 

and E.D.); United States Court of Appeals for the Ninth Circuit; 

admitted pro hac vice to United States District Courts in Nevada, 

Texas and Oregon.

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- Patent infringement litigation relating to electronic gaming 

equipment; copyright and piracy litigation relating to 

record manufacturer’s product, resulting in favorable 

reported decision; 

- litigation for artists and studios over right to terminate 

contracts; 

- successfully represented city in disputes with broker and 

major accounting firm over losses in long-term bond portfolio; 

- profit participation dispute for Executive Producer of Judge 

Judy show; 

- trial preparation in Celador International v Disney, profit 

participation dispute on behalf of creators of “Who Wants to 

Be a Millionaire”. . . 

To learn more about David’s practice and experience: 

stubbsalderton.com/attorneys/gubman-david

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JONATHAN R. HODES 

Partner 


Mobile: 818.917.0858 

Jonathan R. Hodes is a partner of the Firm, and co-chair of the 

Mergers and Acquisitions Practice Group. 

Jonathan concentrates in domestic and international business 

structures and operations with an emphasis on corporate 

law, securities, and general business law, including international 

cross-border transactions. He devotes substantial time to buy 

side and sell side mergers and acquisitions, management 

buy-outs, leveraged buy-outs, leveraged recaps, mezzanine 

and senior debt financing transactions, work-outs and secured 

lending and leasing transactions. 

Jonathan’s experience includes a broad range of corporate work 

including complex public and private, domestic and international 

mergers and acquisitions with emphasis on middle market 

companies, purchases and sales of middle market companies, 

representation of emerging growth companies from inception 

through various tiers of venture capital financing and IPO’s and 

corporate finance transactions. He also works on private equity 

deals with emphasis on add on portfolio acquisitions to existing 

platforms, and dispositions of portfolio companies.

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Jonathan’s practice also includes corporate, partnership and 

limited liability company formation and ongoing representation; 

as well as securities offerings including public, private, Rule 

144A, and international Regulation S offerings as well as 

securities compliance matters. He has a broad range of industry 

experience in many industries, including biologics, money 

service business, television production and distribution, real 

estate developers, construction management, technology 

companies, hotel owners and operators, video game publishers, 

and the manufacturing sector. 

Jonathan also handles equipment-leasing transactions and large 

project financing transactions, and the acquisition, development 

and financing of commercial and residential real property projects. 

He has represented large public and private companies and 

domestic real estate developers in major Southern California 

projects and joint ventures, including complex real estate 

financing transactions. . . 

To learn about Jonathan’s practice and experience: 

stubbsalderton.com/attorneys/hodes-jonathan

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BARAK J. KAMELGARD 

Associate 


Barak J. Kamelgard is an associate of the Firm. Barak’s practice 

focuses on litigating various types of intellectual property and 

business litigation matters in federal and state trial and appellate 

courts. Prior to joining the firm, Barak served as a judicial 

extern to the Honorable Philip S. Gutierrez, U.S. District Judge 

for the Central District of California. While attending UCLA 

School of Law, he also participated in mock trial and moot 

court competitions, as well as pre-trial civil litigation and trial 

advocacy clinics. 

Barak has extensive prior experience in the entertainment 

industry. For several years, as a law clerk for Halloran Law Firm, 

a transactional entertainment law firm, he directly worked with 

and learned from Mark Halloran, a copyright expert and author of 

several entertainment industry legal and business guides. Barak 

also previously worked for Whalerock Industries, formerly known 

as BermanBraun Productions, The Walt Disney Company, and 

the Producers Guild of America. 

Barak graduated with a B.S. in Marketing, from the Robert H. 

Smith School of Business at the University of Maryland – College 

Park in 2011, and his J.D. from UCLA School of Law in 2014 

with a specialization in Entertainment, Media, and Intellectual

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Property Law, where he received the Runner-Up Dean’s Award in 

Trademark Law. 

Barak is also fluent in Hebrew and a member of Mensa. He is 

admitted to practice law in the State of California, at both the 

state and federal level. 


- Business, Intellectual Property, and Entertainment Litigation 

- Copyright and Trademark Disputes 

- Intellectual Property Enforcement 

- Brand Protection and Development Strategy 

- Federal and State Trial and Appellate Practice

104 

MARIAM TONYA KARSON 

Associate 


Mariam Tonya Karson is an associate of the Firm and was 

formerly an associate of the international law firm of Bingham 

McCutchen LLP in Los Angeles. 

Mariam’s practice focuses on corporate matters such as mergers 

and acquisitions, private equity transactions, and securities 

offerings. Mariam has experience representing public and 

privately held companies, private equity firms and their portfolio 

companies in acquisitions, securities, finance, mergers and other 

corporate transactions. 

Mariam is a member of the American Bar Association, the Iranian 

American Bar Association, and the Women Lawyer’s Association 

of Los Angeles. She is fluent in Farsi. 

Mariam received her B.A. from University of California Los 

Angeles and her J.D. from University of Southern California Law 

School. She is admitted to practice law in the State of California.

105 


- Representing a large multi-channel network in its acquisition 

of a digital media company. 

- Representing a private equity firm in its acquisition of a 

full-service advertising agency. 

- Representing a private equity firm in a $395 million merger of 

a vitamin supplements company.

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TONY KEATS 

Partner 


Tony Keats is a partner of the Firm and Co-chair of the Trademark 

and Copyright Practice Group. He was a founding partner of 

Keats, McFarland & Wilson LLP, in Los Angeles, and intellectual 

property practice team leader for the national law firm Baker & 

Hostetler. Tony’s almost three decade legal career has focused 

on both the legal and business protection of brands and creative 

content from consumer products to entertainment, from designer 

goods to the Internet. Since he commenced practice, he has 

provided counsel and has litigated cases on behalf of many of the 

world’s largest consumer product and entertainment companies, 

as well as individual entrepreneurs, actors, and musicians. Tony’s 

litigation background also includes related commercial matters 

involving unfair competition, contract disputes, rights of publicity 

violations, business torts, domain name infringement, and 

idea submission claims. Tony developed intellectual property 

protection programs for some of the largest entertainment 

properties in Hollywood history. These have included, among 

others, New Line Cinema’s Lord of the Rings trilogy, Universal 

Studio’s Jurassic Park, Lucasfilm’s Star Wars, Warner Brothers 

Batman and Looney Tunes, and Saban Entertainment’s Mighty 

Morphin Power Rangers. He has also represented various studios 

and production companies including Warner Bros., Fox, Universal, 

DreamWorks SPG, Sony, Viacom, Paramount, Revolution, Mosaic

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Media Group, E! Entertainment, and Comedy Central. Much of 

this work involved litigation particularly in seeking emergency 

restraining orders and injunctive relief. In the area of technology 

and consumer products, Tony has represented such diverse 

companies as Apple Computer, Quantum Corporation, Philips 

Electronics Black & Decker,, Gillette, Hasbro, Quaker Oats, 

Michael Kors, Polaris, Polo Ralph Lauren, Met-Rx, Nike as well as 

sports entities such as Major League Baseball Properties and The 

World Cup Soccer ’94 Organizing Committee. His clients have 

also included the Business Software Alliance and The Recording 

Industry Association of America. Tony’s practice also includes 

the mediation of litigated and non-litigated disputes, particularly 

in the area of intellectual property and commercial matters. He 

serves on the Attorney-Settlement Panel for the Federal District 

Court for The Central District of California, as a mediator for The 

International Trademark Association Panel of Neutral Evaluators, 

and the World Intellectual Property Organization’s Film and 

Media Panel of Neutrals. Tony speaks and writes on a wide 

variety of intellectual property protection issues. He has 

authored legislation in California that increased the criminal 

penalties for counterfeiting in the state. In addition, he has 

appeared in numerous publications. . . 

To learn more about Tony’s practice and experience: 

stubbsalderton.com/attorneys/keats-tony

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DANIEL KIM 

Associate 


Daniel Kim is an associate of the Firm and was formerly an 

associate of the global law firm of Norton Rose Fulbright in Los 

Angeles and Hong Kong. Daniel’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, Daniel 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. 

Daniel received his B.A. degree, Phi Beta Kappa and magna cum 

laude, from Yale University and his J.D. from the University of 

California, Berkeley School of Law (Boalt Hall) in 2009. He also 

served as a Fulbright Scholar in Italy and is an alumnus of the 

Red Bull Music Academy. He is admitted to practice law in the 

State of California.

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- Mergers, acquisitions and divestitures; 

- capital formation, venture capital and financing transactions; 

- commercial contracts; 

- entertainment contracts; 

- fund subscriptions and other investments; 

- executive employment agreements; 

- acting as strategic counsel to a variety of privately held 

technology companies; 

- advising public and private companies on general corporate 

matters, including formation, commercial contracts, licensing 

transactions and compensation matters.

110 

VIVIAN S. LEE 

Associate 


Vivian S. Lee is an associate of the Firm and was formerly 

an associate of the national law firm of Dykema Gossett LLP in 

Los Angeles. 

Vivian’s practice focuses on litigating various types of intellectual 

property and business litigation matters in federal and state 

trial and appellate courts. In addition, she assists clients with 

counseling, clearance, prosecution, and enforcement for trademarks 

and copyrights. Vivian also has experience representing 

brand owners in proceedings before the Trademark Trial and 

Appeal Board (TTAB) and in domain name disputes under the 

Uniform Domain Name Dispute Resolution Policy (UDRP). 

Prior to entering private practice, Vivian served as a judicial 

law clerk to the Honorable J. Spencer Letts, U.S. District Judge 

for the Central District of California, as a judicial extern to the 

Honorable Consuelo B. Marshall, U.S. District Judge for the Central 

District of California, and as a law clerk in the Office of the 

General Counsel at the U.S. Copyright Office in Washington, D.C. 

Vivian serves as a board member and the Treasurer of the Asian 

Pacific American Women Lawyers Alliance (APAWLA), and is a 

member of the Korean-American Bar Association of Southern

111 

California. She is also an Associate Member of the Judge Paul R. 

Michel Intellectual Property American Inn of Court, an Associate 

of the Los Angeles Copyright Society, and a member of the 

International Trademark Association (INTA). 

Vivian has received various awards and recognition, including 

the 2010 ASCAP Nathan Burkan Memorial Copyright Writing 

Competition, Local First Prize (Loyola Law School). She was 

recognized in Public Counsel’s 2012 Annual Report and California 

Lawyer Magazine (January 2014 Issue) for her pro bono work, 

and was named in the 2013 Lawyers of Color Inaugural Hot List, 

honoring early-to-mid career minority attorneys for excellence in 

the legal profession. 

Vivian received her B.S., magna cum laude, from the University of 

Southern California, and her J.D. from Loyola Law School. She is 

admitted to practice law in the State of California and the District 

of Columbia. . . 

To learn more about Vivian’s practice and experience: 

stubbsalderton.com/attorneys/lee-vivian-s

112 

PRESTON LIM 

Associate 


Preston’s practice focuses primarily on commercial and 

entertainment litigation. He has successfully litigated cases for 

both plaintiffs and defendants involving complex class actions, 

business contract disputes, insurance, employment, securities 

fraud, and entertainment disputes. He manages and handles all 

aspect of civil litigation from pre-litigation to trial. He has taken 

and defended numerous depositions of percipient, third party 

and expert witnesses, has written and argued a wide array of 

motions, including dispositive motions. 

Prior to joining Stubbs Alderton and Markiles in 2014, Preston 

was a litigation associate at Bird Marella where he litigated and 

tried commercial breach of contract claims and other related 

commercial disputes for a broad range of clients. From 2011- 

2012, Preston worked as a litigation associate at Dykema Gossett 

defending class action cases for the automotive industry. From 

2010 to 2011, Preston served as a judicial law clerk for the 

Honorable S. James Otero of the United States District Court for 

the Central District of California. 

Preston is active in the Asian American community. He serves on 

the Board of Directors of the Korean American Bar Association 

of Southern California, and serves as a Regional Governor for

113 

the International Association of Korean Lawyers. Preston also 

speaks Korean. 

Preston received his B.A. from University of California, Berkeley, 

and his J.D. from Washington University in St. Louis, where he was 

the executive articles editor for the Technology Innovation and 

Commerce Law Review. At Washington University, he interned 

at the United States Department of Justice, Civil Division, where 

he assisted in defending tort-related claims brought against 

the government. 


- Successful Settlement after Jury Trial. 

Second-chaired a jury trial involving a popular table-top blender 

that was widely promoted through direct marketing. The 

client was instrumental in transitioning the table-top blender 

from direct marketing sales to retail. The case involved a 

breach of contract claim involving millions of dollars of 

unpaid commissions. Settlement reached after jury trial. . . 

To learn more about Preston’s practice and experience: 

stubbsalderton.com/attorneys/lim-preston

114 

MURRAY MARKILES 

Partner 


Mobile: 310.466.3448 

Murray Markiles is a founding partner of the Firm, and a member 

of the Firm’s Executive Committee. 

Murray advises venture capital funds, and public and private 

clients across a number of industries, including companies in the 

venture capital, Internet, technology, and apparel industries. 

Murray’s practice involves providing advice in connection with 

corporate matters (including strategic joint ventures, strategic 

litigation, intellectual property exploitation and protection, 

corporate finance and business development), venture capital 

and angel financings, mergers and acquisitions, and private 

equity and debt securities offerings. 

Murray’s is a managing director of Europlay Capital Advisors, 

LLC, a merchant bank, and a director of ECA Fund Advisors, an 

Exempt Reporting Advisor that manages two substantial early 

stage venture capital funds. Before founding the Firm, Murray 

was a partner of Akin Gump Strauss Hauer & Feld, LLP. 

Murray received his J.D. degree in 1986 from the University of 

California at Los Angeles. He attended UCLA, where he received

115 

a Bachelor of Arts degree in Political Science, magna cum laude, 

in 1983. He is a member of the California Bar. 


- Advising very high net worth founders and family offices in 

connection with the start-up and growth of US and foreign 

new technology businesses; 

- advising substantial venture capital funds in connection with 

capital raising, fund formation, portfolio investment and 

strategic structuring and founder level matters; 

- advising a technology company and owner of multiple 

significant cloud computing technologies and patents in 

connection with intellectual property monetization and 

selection, retention and management of litigation teams; and 

management, coordination and strategy for the conduct of 

robust licensing and litigation program, including settlement 

negotiations, mediations and Federal Court actions. . . 

To learn more about Murray’s practice and experience: 

stubbsalderton.com/attorneys/markiles-murray

116 

JOHN MCILVERY 

Partner 


Mobile: 626.705.0758 

John McIlvery is a founder and partner of the Firm. He chair’s the 

Firm’s Public Securities practice group. 

John’s practice is focused on corporate securities, mergers and 

acquisitions, venture capital financing, and general corporate 

and business matters. 

John has represented clients in a wide variety of industries and 

businesses, including Internet and e-commerce, apparel, medical 

device, semiconductor, biotech, entertainment, technology 

and manufacturing. He has represented these companies from 

inception through initial and start-up financing, venture capital 

financing, initial public offering and ultimate sale. 

John received his B.A., summa cum laude, from the University of 

Southern California and his J.D. from the Boalt Hall School of Law, 

University of California at Berkeley. He is admitted to practice 

law in the State of California.

117 


- Private placements of equity and debt securities, including 

venture capital and angel financings, PIPEs, initial public 

offerings, secondary offerings, Rule 144A debt offerings and 

other capital market transactions; 

- public and private company mergers and acquisitions, including 

tender offers and going private transactions; 

- strategic partnering arrangements and other joint ventures; 

- a wide range of general corporate issues, including executive 

employment agreements, stock incentive plans, licensing 

agreements, and various commercial contracts; and 

- all aspects of securities law compliance and corporate 

governance matters for publicly-held companies.

118 

MICHAEL SHAFF 

Of Counsel 


Michael Shaff joined the firm in 2011 as Of Counsel. He is the 

chairperson of the Tax Practice Group. 

Michael specializes in all aspects of federal income taxation. He 

has served as a trial attorney with the office of the Chief Counsel 

of the Internal Revenue Service for three years. Mr. Shaff is 

certified by the Board of Legal Specialization of the State Bar 

of California as a specialist in tax law. Mr. Shaff is a past chair 

of the Tax Section of the Orange County Bar Association. He 

is co-author of the “Real Estate Investment Trusts Handbook” 

published annually by West Group. 

Michael received his A.B. at Columbia College in 1976, his J.D. 

from New York University School of Law in 1979 and his LL.M. 

in taxation from New York University School of Law in 1986. 

He is admitted to practice law in the States of California, New 

York and Massachusetts and is a member of the Orange County 

Bar Association.

119 


- Mergers and acquisitions, 

- executive compensation, 

- corporate taxation, 

- inbound and outbound foreign tax issues, 

- limited liability company and partnership taxation, 

- tax controversies, 

- exempt organizations, and 

- real estate related tax issues.

120 

MICHAEL A. SHERMAN 

Partner 


Mobile: 818.631.9109 

Michael Sherman is a Partner of the Firm and Chair of the 

Business Litigation practice group. 

Michael is an accomplished trial lawyer in high-stakes, 

“bet-the-company” litigation, and has represented both large 

and early-stage companies as well as entrepreneurs in all 

facets of business and complex commercial litigation. He has 

evenly split his litigation practice on both the plaintiff and 

defense side of cases, has first-chaired numerous trials in 

complex matters in industries as varied as securities, healthcare, 

environmental, consumer products, technology, project 

development/finance, advertising, real estate and apparel, and 

is highly skilled in class actions and unfair competition law. 

Michael’s trial skills and courtroom success resulted in his being 

named several years ago to the “Top 100 Lawyers” in California 

list, published by the Daily Journal newspaper chain. He has 

consistently been named to “Best Lawyers in America”. 

Michael has been recognized as a leading trial lawyer by his peers 

and featured in the press for some of his significant victories on 

behalf of clients. He is a recent past president of the Los Angeles 

Chapter of the Association of Business Trial Lawyers.

121 

He is a frequent speaker and writer on business litigation 

and trial advocacy. 

Michael has served on the Board of the Los Angeles Chapter of 

the Association of Business Trial Lawyers. Michael also served as 

a Board Member and Vice-chair, of Aviva Family and Children’s 

Services, a major Los Angeles nonprofit. 

Michael has received numerous accolades including: recipient of 

Aviva’s “Spirit of Compassion” Award; Best Lawyers, leading lawyer 

in Commercial Litigation (2007–2014); Super Lawyers, Southern 

California (2004–2013); “Top Defense Verdicts of 2009,” Daily 

Journal; “Top 100 Lawyers of 2009,” Daily Journal. 

Michael received his B.A. from Columbia University and his J.D. 

from University of California Berkeley School of Law (Boalt Hall). 

He is admitted to practice law in the State of California. 

To learn more about Michael’s practice and experience: 

stubbsalderton.com/attorneys/sherman-michael

122 

JOE STUBBS 

Partner 


Mobile: 626.926.6018 

Joe Stubbs is a founding partner of the Firm, and a member 

of the Firm’s Executive Committee. He is co-chair of the Firm’s 

Venture Capital and Emerging Growth Practice Group, and of the 

Firm’s Mergers and Acquisitions Practice Group. 

Joe practices in the areas of corporate and securities law, 

emphasizing the corporate representation of both publiclyheld 

and privately-held emerging growth and middle-market 

companies, venture capital and private equity firms, angel 

investment groups and investment banks. He acts as outside 

general counsel to numerous emerging growth and technology 

companies, advising on a wide range of legal and strategic issues 

at all stages of their evolutionary path. He particularly 

concentrates on advising companies in preparing for and 

successfully completing their angel, venture capital, private 

equity and debt financing transactions, their merger, acquisition 

and divestiture transactions and their initial and follow-on public 

offerings. He also serves as outside general counsel to various 

publicly-held companies, providing advice on all aspects of 

their business activities, including securities law compliance and 

corporate governance matters. His experience also includes 

corporate partnerships, restructurings and technology licensing.

123 

Joe has lectured and written extensively on subjects relating to 

emerging growth companies, mergers and acquisitions, venture 

capital transactions, and public and private offerings of securities. 

He has been a frequent lecturer at programs sponsored by, 

among others, The Los Angeles County Economic Development 

Corporation, The Software Council of Southern California, 

The Practicing Law Institute, the CalTech Enterprise Forum, 

the American Bar Association and the Los Angeles County 

Bar Association. 

He received his B.A. from Southwest Missouri State University in 

1972 and his J.D from the University of Missouri School of Law in 

1975. He is admitted to practice law in the States of California 

and Missouri. 

To learn more about Joe’s practice and experience: 

stubbsalderton.com/attorneys/joe-stubbs

124 

LOUIS A. WHARTON 

Partner 


Louis A. Wharton is a Partner of the Firm. Louis’ practice focuses 

on advising startup, emerging growth and middle market 

companies across a spectrum of industries in securities 

compliance, corporate finance, mergers and acquisitions and 

general corporate matters. 

He counsels clients in the technology, internet/e-commerce, 

pharmaceutical, apparel and entertainment industries, among 

others. 

Louis serves as a member of the Board of Directors of the Los 

Angeles Venture Association (LAVA) and the San Fernando 

Valley Bar Association Board of Trustees, and is actively involved 

on the Executive Committee of the ProVisors Encino IV Group. 

Louis received his A.B., cum laude, from Harvard University and 

his J.D. from Stanford Law School. He is admitted to practice law 

in the State of California.

125 


- Advising the Firm’s public clients on a variety of ’33 Act 

and ’34 Act work, including reviewing and filing registration 

statements and current, quarterly and annual reports; 

- structuring and negotiating public offerings and private 

placements of both equity and debt securities, including PIPEs 

and angel and venture backed transactions, for the Firm’s 

private and public clients; 

- strategizing with and negotiating on behalf of the Firm’s 

clients on a variety of public and private mergers (including 

reverse mergers), strategic stock and asset acquisitions and 

divestitures, both buy- and sell-side; and 

- counseling the Firm’s clients on other aspects of their 

business activities, including commercial transactions, 

incentive compensation and corporate governance.

PRECCELERATOR PROGRAM

We are one of the leading start-up law firms 

in Southern California. We pioneered a fixed 

fee start-up package making the formation 

and organization of start-ups as seamless as 

possible. Our Preccelerator Program is a new 

platform offered to select start-up companies 

out of our Santa Monica office that provides 

interim office space and sophisticated legal 

services, with the objective of helping grow 

ideas from business concepts to funded 

startups. This program provides free coworking 

space and other perks for 5-6 

promising young startups. 

127

128 

PRECCELERATOR PROGRAM 

How Does My Company Apply? 

Online applications for the Preccelerator Program are open! 

To apply, go to stubbsalderton.com/preccelerator to download 

the application. Fill out the application, and email it to 

hhubbeling@stubbsalderton.com. Once submitted, someone 

from our review committee will contact you. 

Previous Companies 

3TEN8 

ARO 

Card Blanc 

District2.co 

Etouloo 

Fleck 

GoGet 

LockAware 

Rally 

Society Banc 

Swggr 

Team(You), Inc. 

Treksavvy 

Verde Circle

129 

The Perks 

- Free co-working space on a rolling basis, including free 

wireless access to the Internet and access to conference 

rooms for meetings and presentations 

- Access to real-time legal advice and transactional legal 

services on site (under our standard engagement and/or 

fee arrangements) 

- Access to in-house educational workshops and activities 

- Potential introductions to our network of investors and 

other service providers.

VENTURES

131 

We Invest in Promising Early Stage Technology Companies 

FlashFunders 

A registered broker-dealer, member FINRA/SIPC, FlashFunders 

provides a no-fee online equity funding platform for 

entrepreneurs to publicly market their offerings, collect funding 

from accredited investors and gain access to SEC-compliant 

legal documents and escrow accounts to create their offerings. 

SAM Venture Partners 

SAM Venture Partners invests in early stage technology 

ventures, across a wide variety of industries. We typically 

co-invest with other Angel or Venture Capital investors in 

companies that are clients of Stubbs Alderton & Markiles, LLP, 

our affiliated law firm. Our mission is to invest in promising 

early stage technology companies and utilize our deeply 

rooted connections to help them grow. 

SAM Development Co. 

SAM Development Co. is a construction assistance and 

development company. It serves as the representative of 

its clients, knowledgeably managing the overall construction 

process, including the management of the key players. This frees 

up its clients’ time to focus on their core business and provides 

them with the equivalent of an experienced in-house person 

who has an owner mentality.

CONTACT & LOCATIONS

N SEPULVEDA BLVD 

VENTURA BLVD 

133 

101 - VENTURA FWY 

405 - SAN DIEGO FWY 

LOS ANGELES 

15260 Ventura Boulevard, 20th Floor 

Sherman Oaks, CA 91403 

Phone: 818.444.4500 

Fax: 818.444.4520 

OCEAN AVE 

SANTA MONICA BLVD 

4TH ST 

PACIFC COAST HWY 

10 - SANTA MONICA FWY 

SANTA MONICA 

1453 3rd Street Promenade, Suite 300 

Santa Monica, CA 90401 

Phone: 310.746.9800 

Fax: 310.746.9820

Stubbs Alderton & Markiles Brochure

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