OUR TEAM

Our team of seasoned attorneys and professionals is dedicated to achieving our clients’ objectives in the most cost-effective and practical way possible.
Jonathan Rubens
Partner

Jon has worked with businesses and investors on transactions and intellectual property issues since the early 1990s. He represents investors and private companies in new venture formation, equity financings, mergers and acquisitions, commercial loan transactions, data security and privacy issues, intellectual property protection, and a variety of strategic transactions. Jon frequently acts as outside general counsel to privately held businesses and provides US representation to non-US public and private companies.

Jon represents businesses and their principals in M&A transactions, on both the buy side and the sell side, and he also represents clients in commercial finance transactions. Jon’s work on M&A transactions has included working with closely held and family businesses in selling the enterprise to private equity and strategic buyers, he has been engaged to represent management teams and individual shareholders or shareholder groups involved in large transactions, and he has served as local counsel and US counsel for non-US strategic and financial buyers in transactions involving US-based targets. He also works with enterprise clients on financing transactions ranging from seed financing and early-stage debt to venture and later-stage growth equity financings

Over the years, Jon has worked with many entrepreneurs and investors involved with technology startups and early stage companies. He has set up angel investment funds and venture accelerators, advised on corporate and LLC structuring for new technology and online media businesses, drafted founder and adviser agreements, executive employment agreements and incentive compensation plans, and he has helped his clients close many investment rounds, from seed stage through late equity. The firm has active I.P. and information law practices, and Jon works with clients on copyright, trademark, data security and privacy matters.

Jon speaks to business, industry and trade groups on preparing companies for exit, structuring acquisitions, forming new entrepreneurial ventures, closing equity financing rounds, privacy compliance, trademark strategies, and professional ethics in the use of social media. For more than 14 years Jon has organized and taught a multi-day and all-day course for California’s Continuing Education of the Bar on representing early-­stage companies and leading them through financing, and he also has spoken to business school students on private financing, new company formation, and intellectual property.

At the American Bar Association, Jon is the editor-in-chief of the Business Law Section’s publication Business Law Today, he was previously on the Section’s leadership council, and he is a former chair of the Section’s Cyberspace Law Committee, which provides a forum for analysis of corporate, transactional and regulatory issues related to the internet and the online world. The Committee works within many legal disciplines including electronic commerce and contracts, intellectual property, cybersecurity & privacy, jurisdiction, internet governance, and online financial activities. The Committee produces programming and publications on the law of electronic contracting, and the privacy and intellectual property issues raised by cloud computing, social media, location-­based services, mobile payment systems, smart utility meters, regulation of near‐field communication systems, and other technology developments. Jon authored the chapter Launching the New Online Business in the American Bar Association’s IP Deskbook for the Business Lawyer, and he contributed to the Association’s The Law of the Internet, second edition. In 2007, 2008, 2012, 2013 and 2015 he authored surveys of online trademark and copyright law for the ABA law review The Business Lawyer in the annual Survey of the Law of Cyberspace.

Jon started his career as a litigator, representing publishers, media companies, and entertainment businesses and investors in cases involving corporate fiduciary duty, trade secret misappropriation, defamation, privacy, and copyright infringement. Prior to attending law school, he interned at the Credit d’Equipment des Petites et Moyennes Entreprises in Paris, studying developments in small business lending and early-­stage financing.

Representative Matters

New Venture Formation and Financing, Corporate Finance, Mergers and Acquistions

  • Represented Europe-based family office in seed, early and later-stage technology company investments in the U.S.
  • Represented numerous searchers in search fund formation, due diligence related to potential target acquisitions, and negotiation and closing of search fund acquisitions.
  • Represented closely held family business in purchase of competitive manufacturing-sector distribution and parts services businesses in the Western U.S.
  • Represented closely held home design and furnishings business in its sale to non-US public company acquirer of similar businesses throughout the US.
  • Represented leading eye testing technology business in corporate matters and seed and growth financings.
  • Represented portfolio of traditional broadcast properties in commercial lending transactions ranging from $5 million to $20 million
  • Represented media investment company investor in Series A, Series B and Series C investments in online advertising and ecommerce companies.
  • Advised seller in $8+ million sale of assets of non-­‐wireless products division of security technology company to public company competitor.
  • Represented seller in $20 million sale to competitor of stock of SAP reseller and services business with heavily negotiated earn-­‐out, escrow/holdback.
  • Represented seller in $80+ million stock purchase of private equity­‐backed specialty food products manufacturing and distribution business by international public food products distribution conglomerate.
  • Represented buyer in purchase of competing technology professional outplacement and executive search firm.
  • Represented online retail portal in $25 million seed, Series A equity financing rounds with angel investors, strategic investor.
  • Represented security technology company focusing on transportation and logistics businesses for international port infrastructures in Series A and Series B venture capital financings.
  • Represented closely-­held specialty food products sourcing business in $125+ million asset sale to food and agriculture division of international transportation and third-party logistics company.

Digital Media, Intellectual Property, Internet and Cyberlaw, Data Security and Privacy

  • Represented online advertising platform provider in crafting publisher and advertiser agreements, assisting with privacy and data security compliance, defending SPAM litigation, and complying with FTC requirements.
  • Represented startup group buying website in privacy and data security compliance, EU privacy compliance.
  • Represented home automation technology company in strategic partnering arrangements, reseller and OEM agreements with various third parties; IP matters; Series A financing and follow-on financings with strategic investors.
  • Represented social media platform in design of consumer website including privacy issues and cybersecurity.
  • Represented startup financial services business and assisted with privacy, security compliance.
  • Advised VOIP service provider on partnering arrangements, customer terms of service, and data security compliance
  • Defended publisher of specialty Judaica in copyright infringement lawsuit.
  • Represented growing national restaurant chain in its efforts to expand its brands and protect them internationally, while challenging competing Asian trademark owner.
  • Advised on launch of merchandising campaigns using branded celebrity names and likenesses
  • Advised children’s new media and educational entertainment company in music licensing, character merchandising, and copyright and trademark protection strategies for new educational short films and DVDs
  • Negotiated and finalized multiple internet advertising agreements with major online advertising platforms for Brazilian ecommerce websites.

Published Articles

Speaking Engagements

  • Privacy and Data Security Soup to Nuts,” ABA Business Law Basics, May 2015, ABA Institute for the Young Business Lawyer, April 2014, Institute for the Young Business Lawyer, 2010.
  • Ethical Considerations for Lawyers Using Social Media”, and “”Like” My Brand: Promoting and Defending IP on Social Media”, California Continuing Education of The Bar, Spring, 2014.
  • Trademarks and the startup or early-stage company“, ABA Institute for the Young Business Lawyer, March 2012.
  • Organizer and Moderator, “Institute on the Law of Cyberspace”, ABA cyberspace law committee, San Francisco, January 2012, Los Angeles, January 2013, Denver, January 2014.
  •  “The Technology Industry in San Francisco: Outlook and Forecast”, Association for Corporate Growth –San Francisco, Fall, 2011.
  • The e-Discovery weather is cloudy:  Practical and Professional Responsibility Problems in litigation and e-discovery raised by reliance on Cloud Computing Services”, California women in e-discovery, January 2011.
  • Exit Planning: What Every CEO, Business Owner and Board Advisor Needs to Know,” TiE Interconnect, November 2010.
  • “Lawyers in the Cloud: Professional Responsibility Issues Raised by Cloud Computing,” Continuing Education of the Bar – California, May 2010.
  • “Online Networking Media and Lawyer Ethics: How Many Tweets Are Too Many?” Continuing Education of the Bar – California, November 2009.
  • Data Security Breaches: The Growing Liability Threat – Crafting and Implementing Policies to Prevent and Respond to Inadvertent Disclosures,” Strafford Publications, February 2010.
  • “’Technotainment’ IP Law: A Year in Review,” Oregon State Bar Intellectual Property Section, 2009
  • “Now that You’re Running the Club, who is Protecting Your Members’ Private Information?” Club Industry (health and fitness industry association), 2008.

Classes and Seminars

  • Representing Startups and Emerging Growth Companies,” Bar Association of California Continuing Education of the Bar, 2002, 2004, 2006 2008, 2011, 2013, 2015, and 2017.
  • A Survey of Intellectual Property Protection Strategies for the New Entrepreneur,” University of Maryland Robert Smith School of Business Entrepreneurship Program, November 2003, November 2004, Spring 2006
  • Term Sheets for Early Stage Private Financing Transactions – From Start-Up to Series A,” University of Maryland Robert Smith School of Business Entrepreneurship Program, November 2003, November 2004 and Spring 2006

Education

  • University of California, Los Angeles, J.D., 1990
  • Dartmouth College, B.A., cum laude, 1985

Languages

  • French
  • German