See It, Believe It, Do it

"What does every self-help book teach? Think it, believe it, do it. See video by Stevie Rae, a Wizard of Ads partner who reiterates this message with passion. I've come to realize that everyone, even great leaders, have self-depreciating thoughts. It seems the great leaders choose to remove those thoughts when they appear. Don't tolerate negative thoughts about yourself or others. And if that doesn't work, then as Ralph Waldo Emerson said, 'Do the act, and the attitude follows.'"

From Decker Marketing.

online database of business case studies

"CasePlace.org is an online database of business case studies and supplementary materials for faculty seeking to integrate discussion of social and environmental issues into the MBA curriculum. CasePlace.org is also a free online service for business school faculty, students and businesses. They can help you find some of the best cases, references, and commentary published by and for business educators and business executives. For business materials that incorporate social impact management, corporate social responsibility, and business ethics, you've come to the right place.

CasePlace.org is a service of the The Aspen Institute’s Business and Society Program (BSP). Aspen BSP staff’s extensive and ongoing searches of teaching materials, with guidance from discipline experts produce the material. They also rely on you to provide new content, to react to ideas, and to send ideas.

Via Marcus P. Zillman.

Best of E M E R G I C on Entrepreneurship

"Rajesh Jain, one of India's better known blogging entrepreneurs, has summarised some of his best entrepreneurship articles from 2004. My three favourites are -

- From Employee to Entrepreneur (Aug 2004)
- An Entrepreneur's Growth Challenge (Sep 2004)
- My Life as an Entrepreneur (Nov 2004)

There are so many nuggets of wisdom in those three articles alone that no aspiring entrepreneur should deny themselves the time to read them."

Visit EirePreneur for links to the articles.


Prayer for Those Affected by the Tsunami Disaster

Father/Mother Creator,

Please heal those who have been affected by this quake and tidal wave. Let those who have died now be in peace and in happiness.

Please comfort the peoples affected by this disaster. Bring their communities together in love, in prayer, and help them care well for each other.

Let the world community pray and assist the people who were affected by this disaster with much compassion and show their caring in practical and abundant ways.

Let those affected by this earthquake and tidal wave rebuild better than before. Let them be strong. May good come out of this time of sorrow.

Bless the earth. Bring peace and harmony to the lands, to the sky, to the waters... If there be a need for the earth to release its tensions in the future, let it do so in a way that is gentle and harms no one. Let the waters return to their natural ebb and flow. Let the earth be calm.

Peace, Peace, Peace... Be calm. Be still. Let the healing begin...

From Beliefnet member WhiteHeron


Bizz Bang Buzz Blawger Bowl Best

In a close matchup, Bizz Bang Buzz overcame a last minute switch to the Houston defense who scored 24 fantasy points, and went on to defeat the Tech Law Advisor in the inaugural Blawger Bowl fantasy football Championship game.

For the coal miner's son from Scranton, PA, it was That Championship Season all over again.

In the runner up bowl, the Invent Blog, who had dominated the regular season, triumphed over CRC's Inducers.

Other blawgers who participated in the league and made it a swell experience for all concerned, despite, the infamous "Waivergate Affair" (as it has come to be known) were (in no particular order):

Promote the Progress
The Importance of...
Loosely Coupled
Patently Obvious

Ways to Organize a Business

"Based on their needs and intended business activities, entrepreneurs may choose from a variety of legal structures. The general, or 'C,' corporation continues to be the most common entity type, as it allows for an unlimited number of shareholders and usually limits a stockholder's liability to the extent of their investment in the company.

The limited liability company (LLC), which combines the corporate advantage of limited personal liability with the pass-through taxation advantage of a partnership, is also gaining popularity."

But if a general corporation or LLC is not suited to your business needs, there are other options.

Rust Belt Arts Mecca

"Pittsburgh reaps the benefits of its 20-year investment in a downtown cultural district - and in the vitality of its young people.

Cultural districts are popular ways for cities to reinvent themselves, especially older cities past their heyday as centers of industry. Nowhere has this been truer than in Pittsburgh, home of Big Steel. Now, the city is seeing impressive results from its 20-year experiment in designing such a district.

Unlike some cities that had to start from scratch, Pittsburgh already had a core of national-caliber institutions, and a philanthropic base laid by the Heinz and Carnegie families, among others. The 14-block Cultural District was spearheaded by the Pittsburgh Cultural Trust in 1984. By buying up derelict historic properties, the trust's first steps were to make the area viable. Now the goal is to nurture future audiences and young artists, and to do that, the trust will have to overcome some residents' resistance to the new.

'We're the town of Mr. Rogers and Andy Warhol, which speaks of what we are and what we're becoming,' says Bill Peduto, a city councilman."

Read the full article at Christian Science Mmonitor. PHOTO BY ANDY NELSON - STAFF

Delaware Court Holds Directors With Specialized Expertise to a Higher Standard

"A recent decision by the Delaware Court of Chancery found a director who was a former investment banker with experience in a particular industry held to a higher standard than non-expert directors in the context of mergers and acquisitions."

From McDermott Will & Emery via Mondaq.

Top 5 tips for closing a Series A financing

This post by Andy Sack offers the following tips.

As you might expect, I am not sure I agree with number two. If you have a good attorney, he or she is your collaborator, not someone who needs to be managed. Otherwise, a good set of tips.

1) Get everyone to agree to a timeline, especially the venture partner and investor council. Send an email around and manage everyone to that timeline

2) Don't let the attorneys run the deal. There's a healthy balance that you need to strike in managing your attorney as well as investor counsel. On the one hand, you want to keep your eye on the closing of the financing and keep everyone moving forward expediently. On the other hand, you don't want to annoy or offend the attorneys -- they can make your life tough.

3) Stay in close communication with the lead vc partner -- in this case, I tried to talk with John Ludwig every day just to make sure he wasn't getting frustrated with the process.

4) Know when to give and when to hold-- in every deal I've done, you inevitably have to give on points that seem important but in retrospect aren't. If there's an easy point to give on -- do so. It'll build credibility and flexibility (hopefully)

5) Get it done -- the most important thing to remember is the deal isn't done till the money is in the bank.


Networking and Alliances Key to Success

"Two of the fundamental principles of business are: Relationships trump credentials in buying (and many other business decisions), and It's not what you know, it's who you know that counts. These truisms show just how important business networking is, especially in an enterprise that doesn't have a lot of people or spare time to invest in relationship-building...

Networking is the process of building and nurturing business relationships. Alliances are contractual arrangements between two or more businesses to achieve shared objectives, usually with a limited life.

There are many good business reasons to network:

Improve knowledge about customer needs

Increase customer trust, and hence sales and penetration

Find new customers

Increase knowledge about markets and good business practices

Get answers to questions and business problems inexpensively

Market test or virally market new product or service ideas

Get your best customers to spread the word about your credentials and expertise (much more effective than self-promotion)

Find new suppliers, contractors, employees, advisors, or coaches

Conduct informal surveys to tap into the Wisdom of Crowds

Collaborate informally on open-source or other projects..."

From How to Save the World.

"Slammed by Tidal Wave, But I'm OK"

When natural disasters occur in places that are far from home, it is often hard to truly appreciate the devastation and loss. It just doesn't seem real, unless it is happening in our own back yards.

This post by Evelyn Rodriguez who was vacationing in Thailand when the tidal wave hit, brings the story home to all of us.

Pure Entrepreneurs

This morning's Boston Globe has an article by Scott Kirsner on "pure entrepreneurship".

Pure entrepreneurs are loopy and obsessed. They have a vision of the future, and while others are casting their lines into the water to see what will bite, pure entrepreneurs are jumping over the gunwales and swimming after the white whale.

Via Scott Loftesness.

WWW Reference Guide Available for Download

"The Jamuary 2005 Zillman Column is now available and is titled World Wide Web Reference. This January 2005 Zillman Column is a comprehensive list of world wide web references resources and sites available over the Internet. Download this excellent 16 page free .pdf (345KB) column today and begin using the many reference resources about the World Wide Web!"

From Marcus P. Zillman.


Online Business 101

Online business is not so different from any other sort of start-up venture; the same principles apply. Think about what makes an "offline" business successful, and then analyze your Web business in the same way. To get you started, this article from About.com some of the essential steps you�ll need to take.

Document Your Open Source License Position

"Legal teams doing their due diligence start with checklists. Typically, the acquiring party's legal team will start off by going down their checklists and following up with any responses that diligent reviews seem to indicate. In the area of intellectual property, that usually begins with checking to see if key employees have signed invention agreements, and if the company's patent applications hold water.

In 2005, expect to see all legal due diligence checklists add a section covering open source, checking for both inbound and outbound open-source licenses. So now, if you get in position for an acquisition (or a major investment), the process will go quicker if your open-source licenses are documented, along with employment agreements, patent filings and any other documents typically asked for by a due diligence team."

From Linux News.


Yes, Virginia, there is a Santa Claus

Originally uploaded by TigerTigerTiger.
I am 8 years old.
Some of my little friends say there is no Santa Claus.
Papa says "If you see it in The Sun it's so."
Please tell me the truth, is there a Santa Claus?

New York, N.Y.

Note: Virginia O'Hanlon wrote this to the editor of the New York Sun in September 1897.

Mr. Church's response was printed as a column in the New York Sun Sept. 21, 1897.

Virginia, your little friends are wrong. They have been affected by the skepticism of a skeptical age. They do not believe unless they see. They think that nothing can be which is not comprehensible by their little minds. All minds, Virginia, whether they be men's or children's, are little. In this great universe of ours, man is a mere insect, an ant, in his intellect, as compared with the boundless world about him, as measured by the intelligence capable of grasping the whole of truth and knowledge.

Yes, Virginia, there is a Santa Claus. He exists as certainly as love and generosity and devotion exist, and you know that they abound and give to your life its highest beauty and joy. Alas! how dreary would be the world if there were no Santa Claus! It would be as dreary as if there were no Virginias. There would be no childlike faith, then, and no poetry, no romance, to make tolerable this existence. We would have no enjoyment, except in sense and sight. The eternal light with which childhood fills the world would be extinguished.

Not believe in Santa Claus! You might as well not believe in fairies! You might get your papa to hire men to watch in all the chimneys on Christmas Eve to catch Santa Claus, but even if they did not see Santa Claus coming down, what would that prove? Nobody sees Santa Claus, but that is no sign that there is no Santa Claus. The most real things in the world are those that neither children nor men can see. Did you ever see fairies dancing on the lawn? Of course not, but that's no proof that they are not there. Nobody can conceive or imagine all the wonders there are unseen and unseeable in the world.

You tear apart the baby's rattle and see what makes the noise inside, but there is a veil covering the unseen world which not the strongest man, nor even the united strength of all the strongest men that ever lived, could tear apart. Only faith, fancy, poetry, love, romance, can push aside that curtain and view and picture the supernal beauty and glory beyond. Is it real? Ah, Virginia, in all this world there is nothing else real and abiding.

No Santa Claus! Thank God he lives, and he lives forever. A thousand years from now, Virginia, nay ten times ten thousand years from now, he will continue to make glad the heart of childhood.

New York Sun
New York, N.Y.


Images of Historic Pittsburgh

Originally uploaded by TigerTigerTiger.
"Historic Pittsburgh is a digital collection that provides an opportunity to explore and research the history of Pittsburgh and the surrounding Western Pennsylvania area on the Internet.

This website enables access to historic material held by the University of Pittsburgh's University Library System, the Library & Archives of the Historical Society of Western Pennsylvania at the History Center, and the Carnegie Museum of Art. The project represents a model of cooperation between libraries and museums in providing online access to their respective materials."

In addition to digital images, according to the Pittsburgh Post Gazette:

"With new material added over time, the site now also comprises 521 books from the 19th and early 20th centuries, 26 volumes of plat maps from 1872 to 1939, census records from 1850 to 1880 and a timeline of city history from 1717 to 2003."

Top Seven Capital-Raising Mistakes

#7. Vastly underestimate time commitment necessary for fund-raising
#6. Poor Presentation Skills
#5. Non-Detailed “Use of Funds” Statements
#4. Poor Understanding of Cash Flow
#3. Targeting the Wrong Investor Audience
#2. Accepting Too Much Feedback
#1. Going It Alone

From larta.org

When Does a Copyright Expire?

"This question is aimed at the duration of copyright. People often want to use a photo or some other copyrighted work, and wonder how they can be sure the copyright has expired. When a copyright expires, material can be lawfully copied.

The current law is that copyright lasts the life of the author plus 70 years. But a copyrighted is subject to the law that is in effect at the time it was created, and the laws have changed over the years."

Here is a chart from Patent Pending that summarizes the duration of copyright for various works based on their dates of creation.

More Tech Mergers on the Horizon

"The rules of economics don't apply to the high-technology sector - or so it might appear to anyone who has been waiting for a high-tech shakeout. Growth has slowed, profits have shrunk, and investors are eager for the billions of dollars in potential value to be had from mergers, acquisitions, downsizings, and liquidations. All signs point to an imminent restructuring, yet so far not much has happened.

There are certainly formidable barriers to the consolidation of high tech, but the same was true of defense, banking, automobiles, petroleum, and indeed every sector that has restructured. Fundamental economic forces ultimately prevailed, however. In high tech too, the barriers are starting to erode.1 While they might delay change a little longer, restructuring is inevitable - and likely to happen sooner rather than later.

It's time for technology executives to gain a better understanding of what restructuring means for them and to move forward with plans to thrive as it gathers steam. To do so, these executives will have to understand how the unique dynamics of their individual industries shape what companies can achieve in the imminent restructuring. "

From The McKinsey Quarterly.


Trio of Disruptive Technologies Will Transform the Future

"A trio of disruptive technologies will converge over the next five to 15 years to overtake our incumbent systems and create new competencies that will profoundly change the way we organise our lives and the way we do business.

The driving principles behind modern technology are running out of steam: it is becoming prohibitively costly to continue to shrink technology, while Moore's Law, which postulates the doubling of computer power every 18 months, is reaching its physical limits under current processes.

By 2015 we will be hard pressed to use today's techniques to make devices increasingly smaller and more powerful.

But research that is underway today is expected to usher in a new technological era. Dubbed 'embedded connectivity' by Bob Hayward, vice-president and research fellow at Gartner, it will draw strength from nanotechnology, sensors and wireless technology.

The embedded world of the future will harness the power of billions of microprocessors on a single device, wirelessly connected to others, that can read the environment and react accordingly. Scientists portray a future in which we attach these devices to our bodies to communicate, set them loose on our streets to do menial tasks, and embed them in the commonplace objects of our lives to address our daily requirements.

The underlying foundation for this new era of embedded connectivity is nanotechnology..."

Read the rest of this fascinating article here.

Small Business Internet Tutorials for Ecommerce Entrepreneurs

Website 101 offers basic training for operating a small business online in the manner of a beginning college course. It is designed as a valuable tutorial for small business and entrepreneurial minds online.

From Marcus P. Zillman

Breakout Year for Space Entrepreneurship?

"For years space entrepreneurs, as well as advocates and enthusiasts, have been looking for the right set of circumstances that would allow new commercial space ventures to blossom....

This past year, though, has seen glimmerings of a revival in commercial, and particularly entrepreneurial, space. A pair of seemingly unrelated events, separated by thousands of kilometers and an even wider gap in perception, have opened the doors for space entrepreneurs in the US and elsewhere. Combined, they offer new opportunities for commercial space ventures in 2005 and beyond."

From The Space Review:

More bang for your buck

I am pleased and humbly report that the headline of this post was the headline of a favorable review of Bizz Bang Buzz from Law & Entrepreneurship News. Thank you.


If Holiday Greetings Were Politically Correct End User License Agreements

From Ed Foster's Gripelog || If Holiday Greetings Were EULAs.

"By accepting this greeting you are accepting the terms of the greeting and all responsibility associated with it. This greeting is subject to clarification and/or revocation at any time at the discretion of the wisher. This greeting is non-transferable without the express written consent of the wisher. It implies no promise by the wisher to actually implement any of the wishes for him/herself or for others..."

Via J-Walk Blog


Which Comes First, Technology or Egg?

Originally uploaded by TigerTigerTiger.
"I still often get asked about whether companies should start with identifying needs and then search for technologies that address those needs.... or identify compelling intellectual property and then match them with unmet consumer needs which can be solved?

My answer? Yes...

Companies should be continually scanning for technologies, consumer/market trends and marketplace opportunities. To me, it's all about finding and exploiting the intersections between unmet needs, enabling solutions (e.g. technology) and marketplace opportunities.

It's at these intersections that compelling and winning innovation lies. And to me it's not about where you start, it's about ensuring that you're truly finding these intersections."

From innovation.net

Useful Online Business Research Guides

Baker Library at Harvard Business School produces online guides for business and career research. Below is a list of the topics covered:

Advertising and Branding
Alphas and Betas
Company Research
Corporate Governance
Country Guides
Country Research
Demographics and Consumer Behavior

Financial and Operating Ratios
Financial Rankings and League Table Information
Financial Services and Investment Banking
Hedge Funds
Historical Research
Industry Research
Information Technology
Investment Management
Marketing Strategies and Channels
Motion Picture

Operations and Supply Chain Management
Product Development
Publishing and Printing
Real Estate
Social Enterprise
Venture Capital and Private Equity

Via Marcus P. Zillman


How to Be an Effective Independent Director

This post from Concrete Covina outlines some of the qualities which make for an effective independent director of a private company.

Summarizing the post, that is worth reading in its entirety: the director should be aware of the legal fundamentals of the position, particularly the duty of care and the duty of loyalty. The director should be motivated, proactive, and critically think about the company, its objectives and strategy. The director should add value appropriate to the company's stage of growth, be able and willing to serve as a Board committee member and be skilled at questioning.

This follow up post from Concrete Covina presents a grid as a meaningful quick method for reaching an opinion on the effectiveness of a director.

How much can you say when you raise private money?

This article from SiliconBeat raises the issue of what is a "public solicitation" under the securities laws, stating:

"Over the past year, it seems, more and more start-ups, venture capital firms and other types of private investment funds have been announcing publicly that they're looking to raise money. Maybe we're missing something here, but we thought that security laws forbid you from publicly soliciting funds -- a way of protecting unsophisticated investors from being duped."

A useful site, believe it or not, from the federal government, describes in understandable terms how to raise capital without violating the securities laws and provides a good general overview of the process. Regarding private securities offerings it states:

"You may not use any form of public solicitation or general advertising in connection with the offering.

The precise limits of this private offering exemption are uncertain. As the number of purchasers increases and their relationship to the company and its management becomes more remote, it is more difficult to show that the transaction qualifies for the exemption."

The site goes on to explain the requirements for complying with "Rule 506, another 'safe harbor' rule, that provides objective standards that you can rely on to meet the requirements of this exemption."


Offshore Outsourcing: What's Working, What's Not

"The globalization of services, as represented by the sustained growth of business process outsourcing (BPO), continues to thrive. In this special report prepared in collaboration with consulting firm A.T. Kearney, Knowledge@Wharton explores several emerging trends in the BPO landscape. Among them: new competitive models that BPO providers are using to drive growth; the shifting geography of BPO locations; and the challenges and risks that constitute life after BPO."


Getting Entrepreneurs Talking Online

From entrepreneur.com:

"No entrepreneur ever made it on his own, at least that's how George Buys feels. That's why Buys, 58, a serial entrepreneur himself, is using web conferencing site Talking Communities to bring together entrepreneurs and entrepreneurial wannabes in audio chat rooms. "

Via Small Business Brief

Video Interview with Guy Kawasaki

in this Face to Face interview, venture capitalist Guy Kawasaki, a former Apple Computer evangelist, joins ZDNet Editor in Chief Dan Farber to talk about his latest book. In "The Art of the Start," the best-selling author gives entrepreneurial advice, from creating bold positioning statements to avoiding "hallucinatory forecasts," on the road to business success.

From The Startup Journey

Microsoft Using Scare Tactics on Open Source?

"Microsoft recently made public statements that some say are an attempt to slow the rapid adoption ofOS software. For example, Microsoft CEO Steve Ballmer recently commented that the Linux operating system violates 228 separate software patents, suggesting that Linux users are likely to get sued for patent infringement. No specific patents were identified.

This commentary states that it is no surprise that the company with the most to lose by the adoption of OS would try to slow its adoption. A 2004 Forester survey of 140 large North American companies revealed that 46% of these companies already are using OS software and another 14% plan to do so soon. With 60% of the large North American companies allegedly using OS software, the theory goes that Microsoft is keen on putting a hex on users and developers that are migrating to OS systems"

From Two-Seventy-One Patent Blog:

On On-Demand Software

"InfoWorld has a special report. 'Although the on-demand model is still evolving, many of the problems that scuttled the first round of ASPs have been or are being solved. Web services have helped make customization and integration easier. Identity management is bridging user provisioning between provider and enterprise. And various technologies - much of them developed by a handful of ASP survivors - are making hosted provider platforms more reliable, scalable, and secure...Such advances lead many to identify on-demand software as the next big thing, although the number of current deployments is tiny compared with the software market as a whole.'"

From E M E R G I C . o r g.

Jump on the Micro-ISV Bandwagon

This article, describes a series of steps to help find a good product idea for starting a micro-ISV:

"In the September edition of this column, I wrote about something I call a 'micro-ISV', a software product company with just one person in it. Since then, this concept seems to have struck a chord with many readers. I've seen lots of discussion among people who want to take the plunge and create their own micro-ISV.

I'm not saying that you're going to see the term 'micro-ISV' on the cover of Newsweek anytime soon, but I'm still surprised at the amount of momentum I see. I coined this term rather flippantly, never considering the possibility that it might resonate so well with developers who feel the entrepreneurial urge. For this reason, I never even thought about the idea of registering the microisv.com domain name. Luckily, someone else did, and a community of micro-ISVs is growing there."


84 Lumber founder creating entrepreneur fund

"The way Joe Hardy spreads money around Fayette County, you'd think it grows on trees. And in a way, it did.

The multimillionaire founder of 84 Lumber and owner of Nemacolin Woodlands Resort & Spa has embarked on a plan to revitalize the county by luring entrepreneurs with millions of dollars in seed money.
Hardy, 81, who became a Fayette County commissioner in January, told the Pittsburgh Tribune-Review for a story Monday that he planned to use $5 million of his own money and would seek state assistance and $30 million in bank backing to create a company that would fund entrepreneurs.

He said he was looking for innovative ideas about manufacturing, fabrication and technology."

From phillyBurbs.com.

Nanomaterials Purchasers: Check Your Terms & Conditions

Corporate nanomaterials buyers would be well served to ensure that the terms and conditions under which purchases are made include clear warranties, remedies and indemnification provisions, judging by a report released by Lux Research.

"Corporate nanotechnology researchers frequently purchase nanomaterials -- nanoscale structures in pure form, like carbon nanotubes, fullerenes, and quantum dots -- which are the basic building blocks of nanotechnology. But these buyers frequently fail to get what they pay for, according to a new report from Lux Research entitled 'Nanomaterials: Buyer Beware.'

'More than 200 companies worldwide sell nanomaterials today. As a group, they have a frighteningly poor track record, ' said Matthew Nordan, Vice President of Research at Lux Research. 'In our interviews with nanomaterials buyers, we've heard horror story after horror story from companies that haven't gotten the nanomaterials they expected from suppliers. Nanotubes, metal oxide nanoparticles, and fullerenes generate the most complaints while nanoporous materials and dendrimers generate the least.' "

From Nanotechwire.

How Many Angels Will Fit...?

"Angel rounds need a lead investor, just like venture rounds. Most lead angels drag along a couple of their friends. I like to look for this lead group to take between 40% and 100% of the deal. So - if you can get a small angel group to take the entire deal, you can probably get away with three-ish angels. If you are at the 40% level, you are probably at nine-ish angels.

Remember that angels can (and should) bring a lot more than money to a deal, so the actual number is less important than the value you are getting. You won't get 100% participation (at best - you'll get 50% - more likely less than 33%) - most angels talk a good game but few deliver because they've got other priorities and interests. This is another argument for a larger number (nine-ish.)"

From Feld Thoughts

Christmas Day in the Morning, by Pearl S. Buck

Originally uploaded by TigerTigerTiger.
"He woke suddenly and completely. It was four o'clock, the hour at which his father had always called him to get up and help with the milking. Strange how the habits of his youth clung to him still! Fifty years ago, and his father had been dead for thirty years, and yet he waked at four o�clock in the morning. He had trained himself to turn over and go to sleep, but this morning, because it was Christmas, he did not try to sleep.

Yet what was the magic of Christmas now? His childhood and youth were long past, and his own children had grown up and gone. Some of them lived only a few miles away but they had their own families, and though they would come in as usual toward the end of the day, they had explained with infinite gentleness that they wanted their children to build Christmas memories..."

Read the rest of this wonderful story at Bruderhof.com:

Business Plan Should Include Exit Strategy

"There are some well established exit strategies you can offer in a business plan:

* Franchise the business
* Initial Public Offering (IPO)
* Merger / Acquisition
* Buyout by partner
* Handing down the business to another family member

Due to uniqueness of each business, exit plan should be custom made taking into account, business life-cycle, management needs, competitive environment. Plan should also be customized to include provisions for death, divorce (marital or business partnership) and disability."

From BusinessWorks Inc.


Open Source Indemnification and Warranty Risks Require Review

"As Linux and open source gain more acceptance, indemnification--or the lack thereof--becomes more crucial. The Yankee Group advises corporations to review the terms and conditions of each of their individual licensing contracts with legal counsel to determine if they have adequate indemnification coverage.

According to Yankee Group, corporations should view indemnification the same way consumers view their automobile or homeowner's insurance policy. In the absence of indemnification or specific indemnification provisions, corporations could be the target of an intellectual property lawsuit that they would be forced to defend using their own money and resources."

From Tekrati Research News:

Resistance is Futile: Plan to be Assimilated

"A U.S. venture-backed company is still more likely to achieve an exit through a strategic trade sale, rather than an IPO -- probably 90 percent of the time. The current market environment requires VCs and entrepreneurs to not just consider M&A as a viable path to liquidity, but plan for it."

From AlwaysOn


Does Your Privacy Policy Comply with CA Act?

From Morrison & Foerster LLP via Mondaq (free registration required):

"California's Online Privacy Protection Act requires commercial websites or online services to post an online privacy policy if they collect any 'personal information' from California residents over the Internet. Although the Act took effect on July 1, 2004, it received surprisingly little media attention and, in fact, many covered websites still do not comply with the Act's requirements.

Accordingly, the owners of websites or online services covered by the Act should take a moment to confirm that their online privacy policies contain each of the following elements required by the Act:

1. Identification of the categories of personally identifiable information collected through the website or online service about individual consumers who use or visit that website or online service;
2. Identification of the categories of third parties with whom that personally-identifiable information may be shared;
3. A description of the process by which the consumers who visit or use the website or online service are notified of material changes to the privacy policy for that site or service;
4. The effective date of the policy; and
5. If the commercial website or online service maintains a process for an individual consumer to review and request changes to his or her personally-identifiable information gathered through that site or service, a description of that process."

Choosing The Right Attorney

My approach to deals is to act to facilitate them. I try to devise creative solutions to potentially deal killing problems. Pehaps I am on the right track, considering this advice from Guy Kawasaki in his book, The Art Of The Start cited in this post from Dennis Kennedy:

"[F]ind a lawyer who genuinely wants to do deals, not prevent them, and set the right legal framework. Many lawyers view their role as the 'adult supervision' that will prevent stupid deals from taking place. However, their bias is often that a deal is bad until proven good. Avoid this kind of lawyer. Instead, find one who views his role as a problem solver and service function for you, the customer."


Happy Holidays? Bah, Humbug!

For the last several years, during Advent, I have felt obliged to wage a war on political correctness by studiously avoiding the use of the sappy, vapid phrase "Happy Holidays". I much prefer "Merry Christmas" and, the more traditional "Season's Greetings."

I find it hard to understand how anyone could be offended by being greeted thusly. Many of my friends and colleagues are Jewish, and I am relatively certain that none of them has ever been offended by receiving a hearty "Merry Christmas" greeting from me. Nor am I offended when I am wished a joyous and happy new year when Rosh Hashana rolls around. If someone is wishing for me happiness and blessings, then I am all for it.

As Dave Hoggard puts it:

"My traditional holiday greeting is not intended as an insult or to disparage anyone, I just truly dislike the phrase "Happy Holidays". "Merry Christmas" means something. "Habari Gani?" means something. "Happy Chanukah" means something. "Happy Holidays" means nothing more than "I hold no traditions nor beliefs dear and don't think you should either, but I hope your few days off of work are pleasant."

Or as David C. Stolinsky, M.D., who is Jewish, states in this provacative article:

"This year it seems that fewer people wish one another "Merry Christmas." Instead, in an effort not to give offense, they say "Happy Holidays."

Obviously, Christmas means the most to Christians, who make up the large majority of Americans. Yet non-Christians can also enjoy the beauty of the season, and they can honor the holiday without observing it – unless they are eager to take offense...

Why is it that some Americans take offense when Christmas lights are hung, or when people display the flag after the worst terrorist attack in our history? What offends people often reveals more about them than about the event that offends them.

Wisely, the [nation's founding] Founders...established a secular government for a religious people. But now, some would distort freedom of religion into freedom from religion. They take offense at anything that does not accord with their own beliefs – or lack of belief. They insist that the nation revolve around them.

Specifically, they believe that moral principles can be handed down from one generation to another without any Source for these principles. This belief requires a leap of faith just as much as does a religious belief.

There is no historical basis for the assumption that a purely secular society can retain its moral principles over the generations. In fact, Western Europe seems to be proving precisely the opposite. Yet we are betting everything we have that this assumption is correct. Is this a wise bet?

Is there too much happiness in the world? Is there a shortage of sadness and grief? Does hearing "Joy to the world" really cause a problem?

Is there too much friendship in the world? Is there a deficiency of hatred and strife? Does "Peace on earth, good will toward men" really sound oppressive?...

Is there too much fellowship in the world? Is there a dearth of hostility and ill will? Does a hearty "Merry Christmas!" really give offense?

Is there too much light in the world? Is there a scarcity of darkness and gloom? Do pretty lights really cause distress?

A wise man said that it is better to light one candle than to curse the darkness. But what would he have thought of those who curse the candle?"


Report Federally Funded Inventions or Risk Losing Patents

From Jane E.R. Potter:

"The U.S. Court of Appeals for the Federal Circuit has rendered a decision that highlights how important it is for recipients of federal grants and contracts to properly notify the appropriate funding agency of inventions developed pursuant to the contract or grant.

The decision, Campbell Plastics Engineering & Mfg., Inc., v. Les Brownlee, (C.A.F.C. Slip.. Op. 03-1515, Nov. 10, 2004) relates to a contract between a private company (Campbell) and the U.S. Army. Campbell entered into the contract for the purpose of developing components of a protective mask. The contract required that Campbell disclose any inventions to the government within a certain time period, and specified the procedure for disclosure.

Although the facts showed that Campbell had provided reports to the government from time to time, the formal notice requirements and procedures were not followed. As a result, the Army exercised its contractual right to take title to the patent once the patent issued."

The iDISC "Incubator Toolkit "

From Information Policy:

"The infoDev Incubator Support Center � iDISC Toolkitis a body of knowledge and information about entrepreneurship, enterprise creation, business incubation, and the role of information and communication technologies [ICT] in enabling the development of enterprises and business incubators worldwide. It has been designed by the infoDev Incubator Support Center [iDISC] as part of the infoDev Incubator Initiative. Its content reflects best practices gathered around the world that has been compiled by the iDISC team and colaborators. New contributions are welcome. "

Five Trends for 2005

From Troy Worman:

"Five Trends That Will Define 2005

1. High prices on raw materials. Small companies will cope by building alliances and leveraging associations for buying power.

2. Logistical problems resulting in long lead times. JIT is under attack and it will get worse before it gets better.

3. Benefits driving up labor costs. The sandwich generation, supporting both their children and parents, are beginning to demand 'a slew of new benefits such as flextime and child and elder care programs.'

4. Struggling state economies. 'Hotbeds of entrepreneurship,' California and Florida woes will have a negative impact on the national economy.

5. The return of early-stage deals. Venture capitalists 'have been out raising money and they need to put that capital to work,' but don't expect any batteries.com or petsmart.com deals."

Five More Misconceptions About Patents

None of the following statements are true. To find out why not, please read this post from Patent Pending:

1. I have a “Poor Man’s Patent” so I am entitled to stop others from “taking my invention”.

2. My invention is worth lots of money because it is patented.

3. I am not infringing his patent because I changed my design more than ten percent from his patent.

4. I cannot infringe his patent because I didn’t know about it.

5. My invention is patented so I have to keep it a secret or I will lose it.

Advent Offers Opportunity for Reflection

From the Pittsburgh Post Gazette: Perspectives:

"So what is Advent? The Advent season starts four Sundays before Christmas and lasts until Christmas Eve. Advent literally means 'coming.' It is a season for spiritually preparing ourselves for the coming of Christ into our lives. It is a spiritual season similar to Lent, although it is intended to be more joyous and less somber.

Like Lent, it is a season of spiritual discipline and centering intended to spiritually, psychologically and physically prepare us for the joy of Christmas (just as the fasting of Lent prepares us for the joy of Easter).

Advent is meant to be a season in which prayer, reflection, prioritizing and spiritual practices should take precedence. Unfortunately, nowadays we're not all that into spiritual preparation if it means sacrifice and discipline. We would much rather celebrate. We ignore Advent...

Advent can be an antidote for the stress of the season. Its guidance to us counters the stress of a consumer culture. The season of Advent encourages Christians and non-Christians alike to spend the season before Christmas preparing by centering and prioritizing, by asking the question, "What really matters?" Christians should take time during Advent to develop an Advent discipline: a discipline of prayer, reflection, self-examination and reinvigoration of our faith.

Non-Christians and nominal Christians can take advantage of the season, too. Many are already caught up in the stress of the Christmas season. They might as well take advantage of the balm of the Advent season and its guidance to slow down and reflect on life and how it can be lived in healthier ways. For both Christians and non-Christians, an emphasis on Advent can bring a corrective to this time of year allowing us to become more centered, grounded, calmer and healthier.

So listen for the call of Advent: Don't be in too much of a rush to get to Christmas. Take time for Advent. Take time to center and to prepare for what is to come."


Choosing Business Partners

From Report 103:

"Today, more than ever, small businesses are based on partnerships. Partnerships are a great way to bring new skills to your business activities without hiring staff. Partnerships allow you to add
products and services without investing in their development. Partnerships share the risks and the rewards. Partnerships allow small companies to complete with big companies on projects. Moreover, the Internet has not only made it easier to communicate with partners around the world, it has also made it easier to find new partners.

The most creative partnerships, I have found, are opposites. And that makes sense. Creative ideas come from bringing together two seemingly unconnected concepts in a way that works. Creative partnerships likewise come from bringing together two people or small firms that have very different strengths and weaknesses.

Such partnerships can be extremely creative, even if one or both partners are not particularly creative on their own. That's because when working together, each partner brings different concepts into the partnership and bringing those concepts together results in creative new ideas.

So, when choosing business partners, choose people or firms that are different to you. If you are a creative thinker with lots of ideas, but poor organisational skills, partner with a methodical thinker who is good at getting things done. If you are an extrovert with a massive personal network of contacts who is weak on planning, partner with an introvert who loves planing things in intricate detail.

You will almost certainly be impressed with the results."

More Advisory Board Tips

From Deseret News Articles:

"Following are a few ideas in creating your own advisory board.

Select only those individuals who have the specific talent that you need. Avoid family and friends. Decide what you want in an adviser ahead of time, interview them just like you would a new key employee, and don't be afraid to say, 'No thank you.'

Make sure that they have time to work with you. Recruiting a successful businessperson who has no time will not solve any of your problems.

Hold regular meetings. Distribute materials several days prior to the meeting and ask advisers to be prepared to comment on key issues. Manage the meeting to extract as much information as possible. Too often, management expends too much time in presentation, leaving little time for the advisers to strategize on the issues.

Use your advisers between regular meetings. The more that you are able to involve them in your business, the better they will understand the issues and the greater the benefit to the firm.

Motivate advisers with stock options. You typically do not need to compensate them with a cash payment. Give them incentive to help you build the long-term value of the company.

Rotate the advisory board. Establish a term of appointment. You can always renew the term for a valuable adviser, but you need a method to remove advisers who do not perform."

Via Paul Allen: Internet Entrepreneur.

Christmas Hannukah in Merger Talks

A few years ago, my colleague sent me an email in the form of a humorous press release regarding the merger of Hannukah and Christmas. I turned the email into a small speech that I gave at our firm holiday party.

Apparently, the idea of the merger is not so far fetched as it seemed then, judging by this post from Tech Law Advisor and others out in the blogosphere.

Anyway, I dug out the old speech and reprint for your enjoyment below:

As many of you know, my practice involves mergers and acquisitions. I am, also, among other things, a student of yiddish.

So before I get all farblondzet, and you gey shlofn, I have an important announcement to make. And don’t tell me this is a kakameyme or farkatke idea. Hear me out.

Continuing the current trend of large-scale mergers and acquisitions, it was announced today at a press conference that Christmas and Hannukah will merge. An industry source said that the deal had been in the works for about 1300 years.

While details were not available at press time, it is believed that the overhead cost of having twelve days of Christmas and eight days of Hannukah was becoming prohibitive for both sides. By combining forces, we're told, the world will be able to enjoy consistently high-quality service during the fifteen days of Christmukah, as the new holiday is being called.

Massive layoffs are expected, with lords-a-leaping and maids-a-milking being the hardest hit.

As part of the conditions of the agreement, the letters on the dreidel currently in hebrew, will be replaced by latin, thus becoming unintelligible to a wider audience.

Also, instead of translating to "a great miracle happened there," the message on the dreidel will be the more generic "miraculous stuff happens."

In exchange, it is believed that Jews will be allowed to use Santa Claus and his vast merchandising resources for buying and delivering their gifts.

In fact, one of the sticking points holding up the agreement for at least three hundred years was the question of whether Jewish children could leave milk and cookies for Santa even after having eaten meat for dinner. A breakthrough came last year, when Oreos were finally declared to be kosher.

All sides appeared happy about this. A spokesman for Christmas, Inc., declined to say whether a takeover of Kwanzaa might not be in the works as well. He merely pointed out that were it not for the independent existence of Kwanzaa, the merger between Christmas and Hanukkah might indeed be seen as an unfair cornering of the U.S. holiday market. Fortunately for all concerned, he said, Kwanzaa will help to maintain the competitive balance.

He then closed the press conference by leading all present in a rousing rendition of "Oy, Come All Ye Faithful."

Project Management Checklists

From ReachCustomersOnline.com:

"This is an excellent set of checklists to use at every stage of a project. It’s particularly useful for smaller businesses that don’t have dedicated project management staff. Those folks still need the structured process these checklists offer. From Cardboard.nu, the website of Australian programmer Alan Green"


Franchise Business Idea Theft Rare

From StartupJournal | Startup Q&A:

"Question: I have an idea for a franchise that will take off like Starbucks. Should I consult my attorney first? What if he steals my idea? What should I do next?

-- Carter, Centerville, Ohio

Carter: Whether your attorney will steal your idea should rank pretty low among the worries and challenges you'd face if you pursue this.

Should you consult with an attorney before franchising a business concept? Yes, before launching any serious business you'd be smart to confer with your attorney and accountant. And if you're considering a franchise, you should find and retain someone with experience in that specific area, with its many standards regarding how franchisees and franchisers interact.

But theft of intellectual property by lawyers is rare...In fact, the theft of a concept such as you are contemplating is rare, and for good reason. It's not likely to be worth much in the idea stage. It's the execution -- manufacturing the product, hiring good employees, hatching a smart marketing strategy -- that creates value."


Create a culture of innovation

From PHOSITA ::: an intellectual property weblawg

"There was a nice overview article in the Minneapolis Star Tribune this weekend on the ever increasing practice of companies “finding” intellectual property assets. Call it a “Rembrandts in the Attic” revelation but don’t dismiss it — you may very well have an asset that is being ignored or under-utilized.

According to the authors (the lead attorneys for Kodak in their recent 92 million dollar judgment suit against Sun), gold can be found in intellectual property assets. What are their suggested solutions to creating an intellectual property revenue stream:

• Create a culture of innovation.
• Invest in research and development.
• Patent your inventions.
• Protect your assets.
• Seek licensing revenue & seek out new ways to maximize IP assets."


Thirteen Commandments

From Allen's Blog:

"Over the next couple of weeks, I'm going to post my version of 'The Ten Commandments' for Entrepreneurs -- my ideas of the 10 most important 'procedural' things to keep in mind when you approach a VC.

Although I'm going to write about 10 Commandments, there are really 13, the first three of which are (1) have a great technology idea, (2) have a great team and (3) pick a huge market in the midst of a major transition. That's the hard part -- and it's where advice from a VC can't really help you. "

13 Hot Businesses for 2005

From Entrepreneur.com:

"From high-tech clothes to wine, eBay drop-off stores to tech security, the business ideas on our 2005 hot list run the gamut. But they have one thing in common: They're sizzling hot and just waiting for you to bring them to life."

Via Small Business Brief

Online IP Exchanges

From Pierce Law IP News Blog:

"If you have a new idea, an invention, a new art or craft, you may be able to license it or sell it for millions of dollars. Many Fortune 500 companies are now making their intellectual property available for sale or licensing at new online intellectual-property exchanges. These companies are trying to maximize their return on research and development investment and generate a new source of revenue by licensing their unused and underutilized inventions to others."

Choosing a Trademark

From Patent Pending:

"When selecting a name for a company or a product, you should think about what type of mark you have selected. Not all trademarks are capable of being registered, nor enforced as trademarks. The Patent and Trademark office divides trademarks into 5 categories: generic, descriptive, suggestive, arbitrary, and fanciful. Each category is treated differently. "

The categories in increasing order of protectibility are:
Generic, Descriptive, Suggestive, Arbitrary and Fanciful.

We Can All Be Leaders

From Crossroads Dispatches:

"Simply wow! Best definition of leadership...

Leadership is communicating people's worth and potential so clearly that they come to see it in themselves. Notice the words worth and potential. People must feel an intrinsic sense of worth - that is, they have intrinsic value - totally apart from being compared to others, and that they are worthy of unconditional love, regardless of behavior or performance. Then when you communicate their potential and create opportunities to develop and use it, you are building on a solid foundation. To communicate people's potential and give them a sense of extrinsic worth is a flawed foundation, and their potential will never be optimized. - Stephen Covey, The 8th Habit"

Elbert Hubbard of East Aurora

Via an excellent post on Elbert Hubbard (1856-1915) from LawPundit

"Elbert Hubbard's business 'Credo':

I believe in myself.
I believe in the goods I sell.
I believe in the firm for whom I work.
I believe in my colleagues and helpers.
I believe in American business methods.
I believe in producers, creaters, manufacturers, distributors, and in all industrial workers of the world who have a job, and hold it down.
I believe that Truth is an asset.
I believe in good cheer and in good health, and I recognize the fact that the first requisite in success is not to achieve the dollar, but to confer a benefit, and that the reward will come automatically, and usually as a matter of course.
I believe in sunshine, fresh air, spinach, applesauce, laughter, buttermilk, babies, bombazine and chiffon, always remembering that the greatest word in the English language is 'Sufficiency.'
I believe that when I make a sale I make a friend.
And I believe that when I part with a man I must do it in such a way that when he sees me again he will be glad - and so will I.
I believe in the hands that work, in the brains that think, and in the hearts that love.
Amen, and Amen. "

From Elbert Hubbard of East Aurora

Get in the First Punch, Recover with a Plan

From Small Business Success, Marketing & Entrepreneurship:

"My favorite way to learn about effective small business growth and entrepreneurship is to look beyond small business and entrepreneurship. Experts are all too often incestuous regurgitators. New ways of processing things are found outside of the same-old, same-old. I'll throw out some of these lessons-from-beyond in this feature from time to time.

From Bare Knuckles And Back Rooms by Ed Rollins, a terrific and entertaining book if I ever read one:

Mike Denton [boxing coach for Rollins in his early years] taught me two invaluable lessons, in the ring and out. Number one: 'The guy who lands the first good punch usually wins.' To help me be that guy, he taught me th throw a left hook. Executed well, the left hook is the most deadly punch there is. It's especially valuable when some idiot tries to hit you with a lead overhand right. The counter left hook will always beat him to the punch.

Number two: 'Every fighter gets knocked down. A bad fighter doesn't get up. A good fighter jumps right back up and starts swinging. A great fighter gets up on one knee, takes an eight count, clears his head, things about what he's going to do next, then stands up and starts fighting again with a plan to survive.'"


University Tech Transfer Q&A

From Small Times:

"Many of small tech's success stories or at least promising prospects are based on technology from universities or research laboratories. But moving technology to market can be an unfamiliar, sometimes difficult process. A group of technology-transfer experts shed light on the topic in answers to questions by Small Times' Jeff Karoub."


The Case for Entrepreneurship

From TJ's Weblog:

"This article has some provocative but up to teh point arguments why it pays to risk your money for your business:

'The salary phenomenon has a way of institutionalizing people. During Japan’s decade-and-a-half economic downturn, I have read numerous stories of “salarymen” or men who have been laid off but are too ashamed to tell their friends and families.

These men get up early every morning, put on a suit and tie, grab their briefcases and leave the house. They walk around Tokyo’s business district trying to look as if they have a place to go, but instead of an office, they usually spend their days in a library, a museum or some other public place.

After their day is done, they commute home.

This is about as sad as sad gets. Unless someone is paying these people a salary, they don’t know what to do with themselves. So ingrained is the idea of submitting themselves to a benefactor that they get out of bed and go through all the motions of subjecting themselves to a benefactor even when they don’t have a benefactor.'

Trademark Lawsuits: The Price of Online Griping

From Law.com via :

"Scores of disgruntled customers who criticize businesses on Internet 'gripe sites' are finding themselves entangled in costly court battles with companies charging trademark infringement.

But the courts aren't buying the trademark argument, and have consistently upheld the free speech rights of people who vent about companies on the Internet. Critics charge that companies are merely attempting to wear down defendants through costly litigation. "


Key Legal Issues in Collaborations and Licensing

This article from Pharmalicensing.com "gives an overview of two of the principal types of relationship in which a company in the biotechnology sector is likely to be involved at some point in its lifecycle. It begins with a discussion of the reasons why a biotech company might benefit from entering into a licensing or collaborative arrangement, and then considers the principal legal terms which each type of agreement should contain."

While the article focuses on biotechnology companies, its lessons are of general applicability.