Ep 22: Podcast Patents

March 17, 2014

In this week’s episode, Nasir and Matt welcome attorney Mark Wisnosky to discuss the ongoing legal battle involving patents on podcasts and legal crowdfunding. They also talk about a class action lawsuit against McDonald’s, the proposed new rules for overtime pay, and Uber’s smart move to increase its insurance policies. Nasir and Matt also answer questions dealing with manager managed LLC’s, employees wanting access to their personal files, and what questions you can legally ask in an interview.

Full Podcast Transcript

NASIR: We’re back with another episode of Legally Sound Smart Business!
I’m very excited for this one. We have a packed content theme, I think. A lot of employment law issues and some patent law.
What do you think, Matt? Are you ready for this?

MATT: Yeah, there are a lot of good stories and questions this week, probably enough that it could be split into two separate episodes. We’ll see how long it runs and just see what happens, I guess, but there is a lot of action going on this week.

NASIR: Action-packed.
All right, let’s get started!

MATT: This is a pretty interesting story and I guess it’s been going on for longer. I just heard about it this week but it’s been going on for a little bit longer. Obviously, anyone that listens to this know what a podcast is and is familiar with podcasts and listens to them.

NASIR: By the way, that’s a weird assumption. That’s not necessarily.

MATT: We’ve hit on this in episodes in the past but it’s essentially these patent troll issues. I heard about this from listening to Adam Carolla. He’s saying there’s these companies – mostly attorneys or law firms – just buying up these patents but there are these people saying that they own the technology behind podcasting. I’m not sure exactly what they’re saying they own but, apparently, it’s getting in this whole law suit that they own all the technology for podcasting and people that do podcasts have to pay them some sort of licensing.
This is step one in the story. There are some other things going on, too.
To fight this, Adam Carolla who is one of the most popular podcasts and Marc Maron who has another very popular podcast and some other big names, they’re all coming together. I think Adam Carolla is the one who’s running this page but he’s doing a thing on Fund Anything. This is like a Kickstarter – a crowdfunding idea – and he’s going on there and trying to pay the legal fees for the lawsuit through people that listen to podcasts, essentially.
We have these patent trolls coming in on this podcast technology. We have licensing fees getting thrown around. We also have a lawsuit – litigation paid for by an audience, essentially. A lot of different pieces going on with this.

NASIR: Absolutely. I actually read a little bit more about this guy. Apparently, the idea is some invention that he had in 1996. The process was based upon cassettes and somehow that translated to digital and his later patents that he filed and something to that effect. But all I know is that he has been successful once which is crazy. He actually won a lawsuit against Apple. It was appealed by Apple and then it settled and went away assumingly that Apple paid him off with less than the amount that it was awarded and it was like a 6-million-dollar original judgment. I assume that’s the money that he’s using to fight these lawsuits but I just cannot imagine that he’s going to be here for the long haul.
We’re not patent attorneys but we have one in our firm that I wanted to give a call to so I think this is a great opportunity to get his perspective on this. I know we’ve talked about patent trolls in the past but I think this is a little bit more sophisticated.
Let’s get him on the line. His name is Mark Wisnosky.
Hey, Mark! Thanks for joining the show!
We went over some of the details with this podcast fight with this patent troll. We’ve covered patent trolls in the past and I just cannot believe this guy is actually trying to claim this. Of course, if he wins, we may have to pay him, too, and that would be terrible because I don’t want to pay him.
What do you think about this?
MARK: Well, I don’t know the details of the case to say that I think frivolous cases are bad, obviously, and there’s lots of frivolous cases and people get patents and you have to respond to it. But I don’t think necessarily patents are bad because I’m a patent attorney. I can’t think that. A lot of the value of what people invent is tied up because some sort of economic system to what you know, there’s always just two sides. So, I really don’t know to comment on this particular case to say, “Oh, it’s a frivolous case.” You know, what I have read seems really broad, but the patent itself isn’t. There are several patents that could be involved.

NASIR: Yeah, I think there’s at least two that he’s mentioned and I don’t know what your thoughts on the aspect of whether we need some kind of patent reform in the sense that it seems like people who use these and justify a lawsuit in the sense that now this person is not necessarily doing anything with their patent yet they’re spending their time and it’s very clear that they are doing so in court and in litigation.
MARK: Yeah, it’s a tough question because, you know, I represent lots of individual inventors who, at some level, can gain value from what they know and what they invent through selling their patent and perhaps their soul to what you’d consider a non-producing person to find the patent troll. Reforming the patent system, there’s been attempts and, for the most part, my experience with patent examiners is they’re pretty thorough. What people have been kicking around might be required is it’s way too easy to sue someone and the consequences of frivolous suits might be an arena to look at as opposed to saying, “You must be a producer to enforce that.”

NASIR: I’m wondering where this guy is getting this money because these kinds of patent litigations I think are very expensive, especially if you’re going up against a high-profile defendant like Adam Carolla and Marc Maron.

MATT: I think it’s “Maron.”

NASIR: Anyway, it has to be expensive and I think there’s another lawsuit run by some non-profit organization challenging the patent. Of course, that’s getting some traction with donations and so forth. From a long-term perspective, I don’t know how this guy can actually do this for too much longer assuming I think all it takes is one or two lawsuits here and there and then you’re stuck.

MATT: Yeah. I mean, for me, it would be unusual as a litigation strategy – and I’m not a litigator – but just from sort of experience with patents, you generally don’t go up against the guy who has the deepest pockets first. You go after a weak guy and have someone declare your patent valid and you don’t want to go after the guy who has the money to fight you to pay for a really good validity argument because that’s always first – is the patent valid?

NASIR: Absolutely.
MARK: It just seems an odd strategy to go against someone that has the money to fight that. You go against a weak guy first. You pick your fights.

NASIR: Yeah, great advice. I think he’s probably getting some of his traction from that Apple win a few years ago which was a little bit different than on this issue but it definitely gave him some confidence.
All right, Mark. Well, thank you for joining us. I think that’s a good perspective as far as from a patent perspective. I know we like to bash patent trolls all the time but Mark’s right. The reality is that patents serve a great purpose. Whether it needs to be reformed or not, I think it’s a little bit more complicated issue than just saying the patent system is terrible.
MARK: Okay. Well, thanks for calling!

NASIR: Absolutely.

MATT: Thanks, Mark!
It was good to have his perspective because you have two different types of patent law attorneys – you have the ones like Mark and then you’ll have the litigators. I guess you could do both but I would think that most of them are probably one or the other – some sort of mutually exclusive thing. But his perspective is going to be a lot different than the patent litigators so I guess we should add a patent litigator on, too, because then we’ll get both sides.

NASIR: Yeah. You know, I’m going to find one the next time we do a patent troll because I love to have someone argue that side of things and I think Mark was kind of in the middle of it because we have clients that have legitimate inventions to protect, especially if you’re a startup company and so forth. Sometimes, if you have a valid utility patent, that’s the value of your company. That’s why your company is worth what it is.

MATT: Right.

NASIR: Anyway, I don’t want to beat it to death but we’ll pay attention. Of course, I’m rooting for Adam Carolla on this because, obviously, this affects us as well.

MATT: Yeah, I know. Well, now I’m worried because Mark was saying go after the small guy first. So, maybe…

NASIR: Well, we don’t have anything to worry about then.

MATT: One thing I thought of when you were talking about it was where do you get the money. I was under the impression that the guy who might be doing it or the people are all attorneys so maybe it’s just their time that they’re dumping into this. I mean, still, that’s a lot of time and money lost.

NASIR: Well, yeah, it’s possible that the attorneys are doing it on contingency. I don’t know if this actual individual is an attorney themselves but that would obviously mitigate cost but it’s unfortunate that, again, I don’t want to stick to this topic but, just from a conceptual point of view, everyone I think can agree that there’s something inherently unfair about this lawsuit. It just doesn’t make sense to most people. And so, that in itself should be a red flag and something that needs to change.

MATT: Right. All right. Well, we’ll put this on hold for now and probably circle back around at some point but we’ll get into the first question here. All right.
“What are the potential consequences of having a manager appointed to run my LLC?”
This is from a video game developer in San Juan Capistrano.

NASIR: I have a very specific opinion about this. All the LLCs that we create – with exception to maybe some sole members – I make them manager-managed.
Here’s the big difference. Member-managed by law, every member is a manager of the company. And then, a manager-managed is such that the managers – the ones who run it – are the ones that have to be appointed by the members.
Now, oftentimes, the members and the managers are the same anyway – whether it’s manager-managed or member-managed. But the point is that I do this because it gives a lot of flexibility on how you run your business.

MATT: Did we explain that there are two different options with member-managed and manager-managed? I wasn’t listening.

NASIR: Well, let’s start out talking about the difference.
A member in an LLC that is equivalent to what a shareholder would be or an owner of the company. Now, a manager is equivalent to an officer or more of a board of director of a corporation. And so, the board of director runs the company from the day-to-day. They sometimes appoint officers to do that and so does the manager as well. They’re the ones that have that responsibility and that control. Now, when you file your documents you have that option between a manager-managed and a member-managed. As discussed, if it’s member-managed, then the law assumes that each member has manager status.
Now, the amount of control and so forth, that could be discussed in the operating agreement. But, at the end of the day, when it comes to actually binding the business to contracts or running the day-to-day, then that would be assigned to the managers.

MATT: Yeah, and I guess, for this person who wrote in the question, from the way they worded it, it sounds like they might have an outside person be appointed as manager. Whichever route they take, you can still make it however you want and you can still keep all the control. You just have to do it the right away.
Whatever idea you have, just make sure that you make that transition in the correct way. Or else, then you lose some control on some decisions.

NASIR: You’re saying basically what if it’s manager-managed and the member appoints some other member that’s not him or herself. It’s the same as any other business. You’re hiring somebody to operate your business, basically. You can always terminate them as well. So, as a member, you have control as according to your operating agreement.

MATT: Yeah, like I said, assuming they did it right.

NASIR: Exactly, but just to hit on the point why we do manager-managed, my main reason is that it gives you a lot of flexibility on how you determine control of the company. Let’s say that you have two members – one is a majority member – and you want to make sure that you retain the majority number of managers on the day-to-day decisions, then you’ll probably want three managers. But there’s only two of you so you can’t be member-managed because then there would be only two managers. It’s one way to also have more managers than you have members and give you that flexibility.

MATT: That’s a lot of M’s thrown around. Hopefully, people were able to keep that straight.

NASIR: Yeah, I don’t think I did, but I probably mixed a few in there.

MATT: All right. Well, let’s get into some more M’s.
Next story here is about McDonald’s.

NASIR: Mickey D’s.

MATT: And one of the lawsuits filed in Michigan. I’m just going to try and pick out all the M’s.

NASIR: No, not only Michigan, California and…

MATT: New York.

NASIR: New York. Yeah, the good old three.

MATT: So, this is something that’s pretty common. They’re facing worker lawsuits overpay. What I found most interesting about this is I guess I didn’t even realize that a lot of the McDonald’s were franchises. Did you know this?

NASIR: Oh, yeah, it’s one of the top franchises in the world – after Subway, by the way; Subway is number one by far, especially in the United States.

MATT: I knew Subway was. I just assumed, because there are so many McDonald’s, I guess it makes some sense.

NASIR: I think there are some corporate stores. I think every franchise has some corporate-owned franchises. Yeah, get with the program, Matt. It is a franchise.

MATT: Some of the specifics here, some of the things that were asserted, not being paid during times managers deemed their locations overstaffed. They were required to pay for their uniforms. I’m assuming that the people working at McDonald’s – not to make any assumptions but – probably not making a ton of money. I know they were one of the places involved in that minimum wage thing last year.

NASIR: I think that’s fair to say. I mean, everyone understands that McDonald’s is usually paying minimum wage – besides the managers. Another cause for them was that they’d have employees report to work but, if the restaurant wasn’t busy, they’d have them wait until they clocked in which I can totally see that happening in a lot of restaurants but there’s something called reporting time, too. As far as wages earned, especially in most states, when they define when people are working, it’s when they’re under the control of the employer. If you have your workers come into the office or come into the restaurant and then not supposedly clock in until there’s more customers available, that’s the big problem.

MATT: Like I mentioned at the beginning, it’s in Michigan, it’s in California, it’s in New York. I would think that maybe it will expand. I guess it depends on the success of these. It’s all class action suits.

NASIR: I think they were all filed very close together. Is that right or am I just assuming that they’re all active lawsuits?

MATT: It’s probably right. I don’t know if I have the specifics for when all of them were.

NASIR: Oh, great. What’s our research team doing? I think I remember somewhere that they were filed very close together, making it seem like they’re related because, when you have a class action, you’ve got to make sure that the class is right and that they’re similar and so forth. And so, maybe that’s why they filed in different jurisdictions at the same time.

MATT: Right, and I guess I was correct earlier when I said the thing about they probably don’t get paid too much because there is a mention of last year thousands of workers across the US at chains including McDonald’s, Wendy’s, Burger King went on strike demanding $15.00 an hour in pay and the right to unionize. The US federal minimum wage right now is $7.25. It’s been talked about going up to $10.00 but that’s essentially doubling their pay. Obviously, McDonald’s are still doing some things wrong. The minimum wage aside for the workers, if your employees are doing things that are against the law, then these consequences are going to happen.

NASIR: Yeah, a good lesson for the small guys out there. If McDonald’s, as much of the rules that they have and the standardized practices that they’ve implemented worldwide and they get themselves – assuming they’re liable for this and they probably are, who knows? – as much as they do that, they make mistakes, too – very simple, easy mistakes that can easily go unnoticed in your own business.

MATT: I think we’re going to talk about something pretty similar here later on. We’ll just move on to the next question for right now.

NASIR: Cool.

MATT: Another restaurant.

NASIR: Pizza place!
Sorry, I got excited.

MATT: It’s been a while since we had some pizza on the show.
“One of my employees is asking to see all information in her personal file. What do I legally have to show her?”
This is from a pizza place in New York City.
I know in California they have to show the employee. New York? I’ll leave that one to you.

NASIR: Yeah, New York does not have an equivalent statute. Also, Texas does not. Actually, I think most states, the default majority rule is that employees don’t have a right to it. In California, there’s a whole statute about it. You have to provide it within 30 days. You can have it required that they request it in writing and there are limitations on what you can include in the personal file. But I also think that there are limitations to what you can include in New York too in the sense that it has to be related to the actual job and so forth. For example, no PI kind of background checks that go beyond the scope of work.

MATT: Yeah, I wonder what’s in that file. Now, I’m curious. I’m wondering why the employees wanted to see what’s in the file.

NASIR: Well, I think the most concern is especially if an employee leaves, they want to look at that file because of some kind of litigation. California specifically allows that but New York they do not. Now, that doesn’t stop them from obtaining it through other means like in discovery litigation but, as far as an ultimate right to it, that doesn’t exist in New York.

MATT: You know, I was trying to think of some sort of pun using pizza to follow that up but I couldn’t come up with anything.

NASIR: Well, anything you think of will be better than the one you said. Something that was cheesy, right? I don’t remember. It was a very cheesy joke. That’s all I remember.

MATT: Yeah, a lot of dough I think is what it was.

NASIR: Oh, yeah.

MATT: All right. Well, do you have anything more with that question? It’s pretty straightforward.

NASIR: Yeah, pretty straightforward.

MATT: What do we have for the break? Anything going on?

NASIR: Anything going on? No. I’ve been on a news binge, paying attention to the Ukraine and this missing plane and Southeast Asia and then the building that burned down in San Francisco and the explosion in the Bronx. I’ve been kind of watching CNN a lot.

MATT: I’ve been paying attention to that, too. But, for me, we’re getting into the NCAA tournament here so I’ve been watching a lot of basketball.

NASIR: Oh, yeah! Me, too!

MATT: This is all the conference championship games this week. I guess when we record next week will be the actual tournament which I forget the numbers but it’s a crazy amount of money that’s lost in US businesses on that Thursday and Friday – the first two days of the tournament.

NASIR: Are we going to do an in-house tournament bracket? Maybe we’ll open up to our clients, too? I don’t know.

MATT: Yeah, we discussed it. it’s got to be done the right way but I’m more focused on winning Warren Buffet’s 1-billion-dollar perfect bracket that he’s got going on.

NASIR: That’s right. I forgot about that. What if more than one person wins? Is it going to be split?

MATT: The odds of one person getting a perfect bracket are astronomical so I can’t imagine two people getting it.

NASIR: Really?

MATT: Yeah, it’s crazy – the numbers.

NASIR: It can’t be that astronomical.

MATT: We’re going to get into the next story but I’m going to look it up while we’re discussing and I’ll let you know the odds at the end of the show.

NASIR: I mean, if you pick it at random, yeah, of course, it’s astronomical, but it’s not picked at random. Anyway, we’ll talk about it.

MATT: So, this is kind of similar. Another employee-employer story that’s going on – kind of. It’s Obama. Like I mentioned before…

NASIR: President Obama.

MATT: President Obama. I think we should have talked about it. I don’t know if you saw that Between Two Ferns thing. It was Zach Galifianakis and Obama.

NASIR: You know, I saw the link, but I didn’t click on it.

MATT: It’s really just a PR thing for having people sign up for Obamacare. It’s kind of funny.

NASIR: Okay, I’ll check it out.

MATT: We can link that, too.
Anyway, we talked about raising the minimum wage. Now, he’s looking to allow more people to get overtime. And so, as rules stand now, salaried workers who make $455 a week or less are the ones that are eligible for overtime, but he’s looking to change it where those people would be eligible for overtime, the ones who are designated as management.

NASIR: Yeah, this is kind of a subtle issue. In most states, they have non-exempt and exempt law for overtime. And then, there’s also a federal standard. This is the same how minimum wage works, too. And so, if you’re in a management position and being paid a certain amount of money, then you’re not entitled to the same protections as a lower-level worker and the understanding is, okay, if you’re in a higher-level mid-management or what-have-you, then you have a little bit more control over your job whereas, the lower you are on the totem pole, then the more easy that you may be exploited. That’s why this overtime exemption doesn’t appear.
Now, in California, they have the white-collar exemption too as well but their salary requirement is a little bit higher than the federal and, of course, the federal law has its own level, too. $455 a week is not that much at all when you think of a manager.

MATT: It’s not.

NASIR: It’s not surprising that they’re increasing that.

MATT: That’s one of the first things I thought about when I was reading this story. For a manager, I think that breaks down to under $25,000 a year – assuming they’re working every week of the year. It’s really not that much money for a manager. But I guess this is getting to another thing. Just like the minimum wage being raised, this could affect smaller businesses more than maybe some larger ones, but that’s what a lot of people are saying. I mean, I’m not so sure about that. Larger businesses might have more – McDonald’s, for example, might have a lot more – employees that might fit these qualifications.

NASIR: Yeah, I think you’re right. I think that’s a good point because small businesses, their managers, I think, are going to have a much bigger difference in pay. Well, I don’t know if that’s true either. It’d be hard to see what it comes down to in application.

MATT: We’ll take a quick survey of the nation’s small businesses to large businesses and then get back with you guys next week.

NASIR: Oh, great. Can you just have everyone call me instead of me calling them? It took so long last time.

MATT: Yeah. Last question, from Houston, Texas – your favorite.

NASIR: Houston.

MATT: “What questions can I legally ask during a hiring interview?”

NASIR: That’s actually a pretty good question. It’s a common question, I think.
When I’m asked this question, I jokingly answer it this way – basically, all those questions that you would normally ask a person that you’re meeting socially are questions that you should probably not ask – things like, “Oh, are you married? Do you have any kids? Where are you from?” All these things are actually not something that’s very appropriate. In fact, in Texas, in California, and I think New York, for example, when it comes to marriage or kids, you actually can’t discriminate based upon family status. And so, asking those questions could lead to that kind of understanding from the employee that you’re basing your decision upon that and that might get you in trouble.

MATT: Yeah, I think you summed it up well. I’ll break this down for the second straight episode. Have a VP of common sense.

NASIR: Yeah.

MATT: If you think it’s an inappropriate question, just don’t ask it. It probably is; I mean, maybe it’s not but it’s not even worth the risk. I’ve been in interviews – I think I’ve mentioned this on the show before – have been in interviews where they’ve asked me questions I knew they weren’t supposed to ask and these were interviews that were law-related – attorney positions. That made me wonder right off the bat how ethical and legal the people are when they’re asking these questions that are technically illegal right off the beginning.

NASIR: There are some obvious ones – just to get out of the way so it’s clear – you know, you can’t ask their ethnicity, their nationality, their religion, how old they are. But, even then, there are some subtle exceptions.
For example, if you’re determining if they’re over the age of 18, then you can ask them that question. If you’re determining that they’re actually legally able to work in the United States, you’re allowed to ask that question but not necessarily where you’re from but are you legally able to work in the United States.
Also, health questions – the question is not whether they have a health problem or not; the question is are they capable of performing X, Y, and Z work tasks. When people ask what their age is and so forth, you can get to the result that you’re looking for without asking the same question in the sense that “can you perform the work sufficiently?”

MATT: It’s a lot of common sense. Yeah, there’s restrictions. If you want to know all the restrictions, the literature is definitely out there. But, to me, this is a common sense question – unless you’re just going to the interview and improvising, think of your questions beforehand and consult with an attorney whether you can ask those questions.

NASIR: Also, you get some of those standard questions online from reputable sources. Those interview questions I know can be a little dry but they also keep you in the right direction for the most part. Unless you go on, like, The Office website and get some joke questions.

MATT: I was just about to say that. I hate to bring this up but I haven’t watched The Office in a while, actually. It’s just that I’ve seen so many in my life that they’re all engrained in my head. But I watched an episode last night where Michael was being interviewed for the corporate position. He asked him, “What’s your greatest strengths?” He’s like, “Well, let me tell you what my greatest weaknesses are,” and he tells them. He’s like, “Yeah, but what about your biggest strengths?” He’s like, “Well, my biggest strengths are my biggest weaknesses.”

NASIR: Yeah, something like that.

MATT: My biggest weaknesses are my biggest strengths – it’s like, oh, he doesn’t get the job.

NASIR: It was something like, “I try too hard and I’m too great,” or something like that.

MATT: It was pretty funny.

NASIR: Classic.

MATT: Let’s get into the last story for this week. We’ve hit on some of the more favorite topics of this podcast. This one’s a company we’ve talked about a bunch.
Uber is expanding their insurance for these community drivers. This is the only thing – UberX. The initial Uber was these black town cars. UberX is anyone can do UberX. I’m sure you have to be approved of it but it’s like a Lyft. I could get in my car, be an UberX driver; I go pick someone up, drive them to their location like a common taxi service. But the reason they’re upping this insurance was dealing with an accident that happened. Was it late last year? I don’t remember the timing.

NASIR: It was that New Year’s Eve accident, wasn’t it?

MATT: It might have been.

NASIR: I think so. Yeah, I think we covered it in the show. This is actually – by the way, Lyft which is I think their competitor. They already have this. They have an insurance policy that’s already available and it might even be required for their drivers. But the problem with that is that policy definitely applies while they have a passenger in their car but may or may not apply when they’re in-between jobs because, basically, on their app, they can say that they’re available to pick up a passenger, driving around or waiting around. And so, the question is, during that time, which insurance covers?
This is basically a gap coverage for this. The six-year-old that tragically was killed I think on New Year’s Eve by an Uber driver, her family has sued, including Uber in the lawsuit.
Now, whether Uber will be liable or not, we’ve talked about how there’s independent contractor relationship and so forth, but having their drivers on this gap insurance I think is a great idea and a good risk management on their end because there’s been other instances. For example, Domino’s had a case against them where one of their delivery drivers – and keep in mind, again, that this is a franchise – one of the delivery drivers was negligent somehow. However, Domino’s the corporate was included and they were found liable because they had that 30-minute delivery policy so the Domino’s delivery person was speeding and so that’s why he got into an accident and it caused all that and it shows you how, when a bigger company or an owner puts on a significant amount of control over the independent contractor, it could have adverse consequences when it comes to liability.

MATT: You’ve got it right. This is just a smart move because obviously this was a high-profile accident but you’re going to have accidents all the time.

NASIR: Yeah, all the time.

MATT: Car accidents happen all the time. If you’re going to have a service like this in addition to the regular Uber service, why not just get the insurance for it?

NASIR: Yeah. By the way, I finally tried UberX in Seattle – three times. It was pretty fun, actually. We had a good kick out of it.

MATT: I’m still skeptical. I don’t know. I’ve bad experience and I’ve never gone. I have friends that use it all the time and swear by it.

NASIR: I don’t know what your bad experience was but, when we went to the airport, we got one and it was obviously someone that had a child because he had a baby seat that was taken out of the backseat and put into the trunk and it had what looked like fresh baby throw-up on the corner. We were putting the suitcases in the back and I’m just making sure I didn’t touch it. It was kind of nasty but, you know, you get what you pay for, I suppose.

MATT: Yeah, it’s a risk you take. I think on the Conan O’Brien Show, him and a couple of other people got an UberX one time.

NASIR: Oh, that’s a great episode.

MATT: Well, I have the answer for everyone that was wondering. It varies from one in 4 billion to 1 in 9.2 quintillion – the odds of you hitting a perfect bracket. I think quintillion is 30 zeroes? Sorry, 18 zeroes.

NASIR: Wait, why is there a range? Because, if it’s randomly picked, it should be one number, right? I make the argument that it has to be less than whatever the random probably is because people don’t pick at random. Well, I do, but most people don’t.

MATT: But I think the one in 9.2 quintillion is the one if you flipped a coin on every single game is what that is. I assume it’s based on results in the past – the one in 4 billion, the odds of getting that right. For example, 16 seeds never beat a one seed before so maybe they put that into the equation and that takes out a huge chunk so I don’t know.

NASIR: Okay. Well, I’m making a prediction that – what’s the lowest?

MATT: I think they said 4 billion is what I just read.

NASIR: Oh, 4 billion, okay. Not only is there going to be less than 4 billion entries into this contest by Warren Buffet but I bet you that there’s going to be more than one winner. I’m going to say two. You heard it here today. It’s recorded. Maybe we’ll cut it out, maybe we won’t, depending on upon whether I win or not. And then, you can buy me a slice of pie.

MATT: All right, bold prediction – a bold prediction on this week’s podcast.

NASIR: Okay. Well, send your questions in, keep sending it in – we love answering them – at ask@legallysoundsmartbusiness.com. Matt doesn’t like answering them; he just likes reading the questions because that’s what he does.

MATT: Got it.

NASIR: I’m just joking.
All right, well, have a good week!

MATT: Keep it sound and keep it smart!


The Podcast Where Nasir Pasha and Matt Staub cover business in the news with their legal twist and answer business legal questions that you the listener can send it to info@legallysoundsmartbusiness.com.

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Legally Sound Smart Business

A business podcast with a legal twist

Legally Sound Smart Business is a podcast by Pasha Law PC covering different topics in business advice and news with a legal twist with attorneys Nasir Pasha and Matt Staub.
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Latest Episodes

November 21, 2023

In this episode, Nasir Pasha and Matt Staub explore the legal implications of Artificial Intelligence in the business world. They delve into the most talked-about issue of 2023: AI and its impact on the legal landscape. Although AI isn’t necessarily a new topic, it has many unanswered questions in the legal world. Nasir and Matt…

July 12, 2023

In this episode, Attorney Nasir Pasha and Attorney Matt Staub delve deep into the complexities of mass layoffs and offer valuable insights, real-life examples, and practical advice to employers grappling with the aftermath of such challenging situations. Nasir and Matt emphasize the critical importance of effective communication when executing mass layoffs. They stress the need…

January 9, 2023

As the COVID-19 pandemic swept across the globe, businesses scrambled to adapt to the new reality it presented. In this blog post, we dive into the case of Goldman Sachs, a financial services giant, to examine their response to the crisis and the lessons other businesses can learn from their return-to-office strategy. From prioritizing employee…

October 28, 2022

Full Podcast Transcript NASIR: Finally, my two favorite worlds have collided – both the law and the chess – right here at Memorial Park in Houston, Texas. Windy day. We have some background noise – ambient noise. What are the two worlds that collided? Well, Hans Neimann has sued Magnus Carlsen for defamation in one…

September 26, 2022

Through a five-round championship bout, Matt travels to Texas from California to determine which state is better for business. Will it be a knockout with a clear winner or will it go to the scorecards?

July 7, 2022

Whether you are buying or selling a business, the transaction goes through the same steps. However, they are viewed from different perspectives. Sellers may not want to fully disclose all the blind spots while Buyers will want otherwise. Nasir and Matt battle it out in this Buyer vs. Seller to determine who has the advantage!…

May 12, 2022

When it comes to Restrictive Covenants, employers are fighting to keep their company safe while employees may use them to their advantage. Keep listening to find out if the Employer or the Employee wins this battle. Round 1: Trade Secrets A company’s trade secrets encompass a whole range of information and are one of the…

February 14, 2022

The Supreme Court rejected the nation’s vaccine mandate. Businesses with 100 or more employees are NOT required to have their employees vaccinated or go through weekly testings. However, this policy remains in effect for health care facilities. In this episode of Legally Sound | Smart Business, the team sat down to discuss their thoughts on this ruling.

December 1, 2021

In this episode of Legally Sound | Smart Business by Pasha Law PC, Nasir and Matt cover the Business of Healthcare. There is more to the healthcare industry than just doctors and nurses. Many Americans have health insurance to cover their yearly needs, but most Americans are not aware of what really goes on behind…

October 12, 2021

In our latest episode, Nasir and Matt are covering the legal issues on Social Media. The average person spends most of their day on social media, whether they are scrolling for hours or publishing their own content. However, just because you publish your own content on Instagram does not equate to you owning that image….

September 28, 2021

What is a Non-Disclosure Agreement, and when do I need one? In this episode, Nasir and Matt shares why you need to use Non-Disclosure Agreements, basic facts about NDA’s, and discuss about the infamous Jenner-Woods story. Having the right Non-Disclosure Agreement in place not only protects you and your business, but it also makes the…

June 16, 2021

Covered in this episode of Legally Sound Smart Business are some typical business mistakes blunders small businesses often make and how to avoid them. Blunder #1: Copying and pasting agreements It may sound like a good idea at the time, but this blunder comes with hidden pitfalls. Having an attorney draft terms that are specific…

February 4, 2021

How you terminate an employee can make the difference between a graceful transition to avoidable negative outcomes like a dramatic exit or even a lawsuit. We gathered a panel of experts and asked them – is there a “right way” to fire an employee? We would like to thank our guests for this episode: Amr…

December 2, 2020

The COVID-19 pandemic has turned nearly every aspect of life on its head, and that certainly holds true for the business world. In this episode, Matt and Nasir explain how the early days of the pandemic felt like the Wild West and how the shifting legal playing field left a lot open to interpretation and…

November 16, 2020

After plenty of ups and downs, our buyer has finally closed on the purchase of their business. While we’re marking this down in the ‘wins’ column, it never hurts to review the game tape. In this final episode, our hosts, Matt Staub and Nasir Pasha, return to the deal almost a year later to reflect…

September 15, 2020

The ink is drying on the signature line and things are looking great for our buyer. After so much hard work, the finish line is in sight and the cheering within ear shot.   Though the landlord is still serving friction, things seem safe to move forward and for now, our buyer will be keeping…

July 31, 2020

Though things are coming along well, the journey would not be interesting if it was purely smooth sailing. After our buyer opens escrow, they are forced to push the closing date back when suddenly a letter from an attorney was received claiming the business, we are buying has a trade mark on the name!  Now…

June 12, 2020

With frustration at an all-time high and professionalism at an all-time low, our friend the Buyer has “had it” with the Seller and quite frankly their lack of knowledge. At present our Buyer is rightfully concerned that the latest misstep from our loose-lipped Seller will threaten not only the entire operation of the businesses but…

May 11, 2020

As we go deeper into the buying process, we start to uncover more challenges from our seller and encounter some of the wrenches they are tossing our way. When we last left off in episode three our team was knee deep in due diligence for our buyer, had already penned and signed the Letter of…

April 4, 2020

One word–interloper! When a new mysterious broker enters the transaction and starts to kick up dust, Nasir and Matt take the reins. The seller signed off on the letter of intent (see episode 2), yet this “business broker” serves only friction and challenges by refusing to send financials, whilst demanding more of a firm commitment…

April 4, 2020

Just as most stories and deals start out, everyone is optimistic, idealistic and full of hope for clear skies. It’s a perfect outlook with a perfect setup for the ups and downs yet to come. Peek further behind the curtain and into the first steps of buying a business: the letter of intent. After the…

April 4, 2020

When a savvy buyer hears opportunity knocking to purchase a prime positioned business, she decides not to go it alone and taps in the professionals to help navigate what could potentially be a fruitful acquisition. “Behind the Buy” is a truly rare and exclusive peak into the actual process, dangers, pitfalls and achievements, that can…

August 7, 2019

GrubHub is subject to two “matters of controversy” that have likely become common knowledge to business owners: “fake” orders and unfriendly microsites.

May 28, 2019

In this podcast episode, Matt and Nasir breakdown the legal issues of the subscription industry’s business on the internet. Resources A good 50-state survey for data breach notifications as of July 2018. California Auto-Renewal Law (July 2018) Privacy Policies Law by State Why Users of Ashley Madison May Not Sue for Data Breach [e210] Ultimate…

March 12, 2019

In recording this episode’s topic on the business buying process, Matt’s metaphor, in comparing the process to getting married probably went too far, but they do resemble one another. Listen to the episode for legal advice on buying a business.

December 3, 2018

Nasir and Matt return to discuss the different options available to companies looking to raise funds through general solicitation and crowdfunding. They discuss the rules associated with the various offerings under SEC regulations and state laws, as well as more informal arrangements. The two also discuss the intriguing story about a couple who raised over…

July 24, 2018

Flight Sim Labs, a software add-on creator for flight simulators, stepped into a PR disaster and possibly some substantial legal issues when it allegedly included a Trojan horse of sorts as malware to combat pirating of its $100 Airbus A320 software. The hidden test.exe file triggered anti-virus software for good reason as it was actually…

April 17, 2018

Attorneys Matt Staub and Nasir Pasha examine Mark Zuckerberg’s congressional hearings about the state of Facebook. The two also discuss Cambridge Analytica and the series of events that led to the congressional hearings, the former and current versions of Facebook’s Terms of Service, and how businesses should be handling data privacy. Full Podcast Transcript NASIR:…

March 10, 2018

The Trump presidency has led to a major increase in ICE immigration enforcement. It’s critical for business owners to both comply with and know their rights when it comes to an ICE audit or raid. Nasir, Matt, and Pasha Law attorney Karen McConville discuss how businesses can prepare for potential ICE action and how to…

February 5, 2018

New years always bring new laws. Effective January 1, 2018, California has made general contractors jointly liable for the unpaid wages, fringe benefits, and other benefit payments of a subcontractor. Nasir and Matt discuss who the new law applies to and how this affects all tiers in the general contractor-subcontractor relationship. Click here to learn…

January 2, 2018

With a seemingly endless amount of new mattress options becoming available, it is unsurprising that the market has become increasingly aggressive. As companies invest in more innovative solutions to get in front of customers, review sites, blogs and YouTube videos have moved to the forefront of how customers are deciding on their mattresses and how…

December 7, 2017

In recent months explosive amounts of high profile allegations of sexual harassment, assault, and varying acts of inappropriate behavior have transcended every sector of our professional world. With a deluge from Hollywood and politics, and the private workforce, accusations have inundated our feeds and mass media. This harassment watershed has not only been felt within…

November 16, 2017

If you are not familiar with the EB-5 program started in 1990 to give green cards to certain qualified investors in the United States, then you may not have been alone a few years ago. Currently, the EB-5 program has since exploded since its inception and now hits its quotas consistently each year. The program…

October 10, 2017

Government requests come in multiple forms. They can come in as requests for client information or even in the form of investigating your company or your employees. Requests for Client Information General Rule to Follow Without understanding the nuances of criminal and constitutional law and having to cite Supreme Court cases, any government requests for…

August 24, 2017

Nasir and Matt suit up to talk about everything pertaining to employee dress codes. They discuss the Federal laws that govern many rules for employers, as well as state specific nuances in California and other states. The two also emphasize the difficulty in identifyingreligious expression in dress and appearance, how gender-related dress codes have evolved…

June 28, 2017

Nasir and Matt discuss the life cycle of a negative online review. They talk about how businesses should properly respond, how to determine if the review is defamatory, the options available to seek removal of the review, how to identify anonymous reviewers, whether businesses can require clients to agree not to write negative reviews, and…

June 7, 2017

On this episode of the Ultimate Legal Breakdown, Nasir and Mattbreak down social media marketing withguests Tyler Sickmeyer and Kyle Weberof Fidelitas Development. They first discuss contests and promotionsand talk about where social media promotions can go wrong,when businesses are actually running an illegal lottery, and the importance of a soundterms and conditions. Next, they…

April 3, 2017

On this episode of the Ultimate Legal Breakdown, Nasir and Matt go in depth with the subscription box business. They discuss where subscription box companies have gone wrong(4:30), the importance of a specifically tailored terms and conditions(6:30), how to structure return policies (11:45), product liability concerns (14:45),the offensive and defensive side of intellectual property (19:00),…

February 1, 2017

Nasir and Matt discuss the suit against Apple that resultedfrom a car crashed caused by the use of FaceTime while driving. They also discuss howforeseeable use of apps can increase liability for companies. Full Podcast Transcript NASIR: Hi and welcome to Legally Sound Smart Business! I’m Nasir Pasha. MATT: And I’m Matt Staub. Two attorneys…

January 5, 2017

The guys kick in the new year by first discussing Cinnabon’s portrayal of Carrie Fisher as Princess Leia soon after her death, as well as other gaffes involving Prince and David Bowie. They alsotalk about right of publicity claims companies could be held liable for based on using someone’s name or likeness for commercial gain.

December 22, 2016

Nasir and Matt discuss the recent incidentat a Victoria’s Secret store where the store manager kicked out all black women after one black woman was caught shoplifting. They then each present dueling steps businesses should take when employees are accused of harassment.

December 8, 2016

Nasir and Matt return to talk about the different types of clients that may have outstanding invoices and how businesses can convert unpaid bills to getting paid.

November 10, 2016

After a long break, Nasir and Matt are back to discuss a Milwaukee frozen custard stand that is now revising it’s English only policy for employees. The guys also discuss how similar policies could be grounds for discrimination and what employers can do to revise their policies.

October 6, 2016

The guys discuss the new California law that allows actors to request the removal of their date of birth and birthdays on their IMDB page and why they think the law won’t last. They also discuss how age discrimination claims arise for business owner.

September 29, 2016

Nasir and Matt discuss the racial discrimination claims surroundingAirbnb and how it’s handled the situation. They also discuss some practical tips for businesses experiencing similar issues.

September 8, 2016

Nasir and Matt discuss whyAmazon seller accounts are getting suspended and banned without notice and how business owners can rectify this situation through a Corrective Action Plan.

August 25, 2016

Nasir and Matt talk about the accusations surroundingfashion giant Zararipping off the designs of independent artists like Tuesday Bassen and howsmaller companies can battle the industry giants.

August 18, 2016

Nasir and Matt discuss Brave Software’s ad replacing technology that has caught the eye of almost every national newspaper and has a potential copyright infringement claim looming. They also welcome digital marketing expert Matt Michaelree to speak on the specifics of what Brave is attempting to do and whether it has the answers moving forward.

July 28, 2016

Nasir and Matt discuss the sexual harassment lawsuit filed by Gretchen Carlson against Fox CEO Roger Ailes. They also talk aboutthe importance of sexual harassment training and properly handling such allegations in the office.

July 15, 2016

Nasir and Matt talk about the changes at Starbucks that have led to many disgruntled employees and customers.

We represent businesses.
That’s all we do.

Oh, and we love it.

We love our work. We love reviewing that lease for your new location. We thrive on closing that acquisition that nearly fell through. We’re fulfilled when we structure a business to grow, raise capital, and be legally protected.

We focus on developing close relationships with our clients by being like business partners. A partner who provides essential, personalized, proactive legal support.

We do all of this without utilizing the traditional billable hour model. You pay for the value we bring, not the time spent on calls, emails, and meetings.

Our team is made up of attorneys and staff that share these values and we are retained by clients who want the same.

Pasha Law PC operates in the states of California, Illinois, New York, and Texas.

Meet Our Team

Fractional General Counsel Services

Pasha Law Select offers the expertise of a high-end general counsel legal team for every aspect of your business at a fixed monthly rate. Pasha Law Select is deliberately designed to allow our legal team to be proactive, to anticipate, and to be comprehensive in serving our clients. To be great lawyers, we need to know our clients. We can’t know our clients unless we represent a select number of clients in the long-term. This is Pasha Law Select.

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