Outside/fractional general counsel services and commercial litigation.
Miami, FL
Joined August 2023
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Margolis PLLC retweeted
Referring clients to @MargolisPLLC has been a 10/10 experience. Quick to review, respond, and connect with the client. Haven't had to follow up once. Nothing worse than having to harass an attorney that I'm referring a case to (with no fee)
Margolis PLLC retweeted
Hiring for our FL office. Would be part of our fractional general counsel practice. Looking for 3-5 years of experience + FL licensed. Preference for in-house and L&E experience.
A few things that regularly come up during buy-side:
- Key customer contracts have change-of-control provisions that let them walk post-close
- "Recurring revenue" includes customers who haven't actually paid in months
- Random contractors with no contract in place
Margolis PLLC retweeted
After working on dozens of matters together for almost 3 years, FINALLY met @ItsMattsLaw in person. Ate entirely too much sushi, but was an awesome time. @franchise_firm @MargolisPLLC
The side with better documentation almost always has more leverage in commercial litigation. Emails confirming scope changes, written approvals, signed amendments. Keep good records.
Three things to check in every commercial contract: indemnification scope, liability cap carve-outs, and termination-for-cause mechanics. The downside provisions are the ones that actually matter.
Buy-side due diligence surprises: change-of-control clauses that let key customers walk, missing IP assignments in employee agreements, "recurring revenue" from customers who haven't paid in months. The details matter.
Buy-side M&A tip: the LOI is where you set your diligence leverage. Exclusivity terms, breakup fees, diligence windows.
We marked as “Safe” from the DOJ Insider Trading case today
So which Big Law firms leaked in the huge Insider Trading Gang case? Went through cross-referencing and believe I've identified Latham, Goodwin, Willkie Farr, Sidley Austin, Weil Gotshal, and Wachtell. Stunning array of very expensive lawyers. justice.gov/usao-ma/pr/thirt…
You agreed to resolve disputes in the vendor's home state under their preferred arbitration rules.
That's fine when things are going well.
When things aren't going well, you just agreed to fight on their home court, with their ref, under their rules.
Arbitration sounds efficient until you realize:
Limited discovery (can't get the documents you need)
No jury (no sympathetic audience)
Typically no appeal (one shot, final answer)
It's not always bad. But it's not always better. Know what you're agreeing to.
Contract Clause Dissection: Governing Law
This clause decides where and how you fight.
Delaware, California, and New York treat the same dispute differently. Arbitration vs. litigation changes the cost structure entirely.
Don't accept it by default. Read it.
A cookie consent banner that takes one click to accept and five clicks to reject isn't compliant.
It's also not subtle. Regulators have seen the pattern. So have privacy-conscious enterprise buyers evaluating your product.