Nasir and Matt discuss the potential benefit of PiinPoint, the digital location finder, will have on small businesses. They also answer a question on whether you should make the first draft a contract.

Full Podcast Transcript

NASIR: Welcome to Legally Sound Smart Business!
This is Nasir Pasha.

MATT: And this is Matt Staub.

NASIR: And we are starting our new format at Episode 25 – a quarter of the way through to a hundred. I think that’s 1… 2.5 percent of a thousand.

MATT: Great math lessons we’re giving here.

NASIR: Is that right? I don’t even know. I’m probably off.

MATT: Yeah, 0.25 percent is correct. As long as you put the percent after it.

NASIR: Perfect, yes. Or 0.025 which is a decimal.

MATT: It would be 0.0025 or, no, you’re right.

NASIR: No, 0.025.

MATT: Sorry, I screwed up at the beginning.

NASIR: All right. Well, so long as we got our math correct. Good thing we’re not mathematicians and we’re attorneys.

MATT: Right.
Well, let me talk about this new company – I guess it’s not a new company. It’s new to me. PiinPoint – I don’t know if you’ve heard about this but it’s a pretty unique thing that they’re doing. It’s this digital platform and it basically allows companies to, first of all, you have to pay for the service, of course. Once you’re in, it allows companies that want to add a new location – or maybe add a first location, I suppose – to use their information, their data to find the most ideal location for your business.

NASIR: Yeah.

MATT: They just got about $250,000 in funding but it’s still relatively new-ish. I don’t know if they even have a model that’s even fully functioning yet but this would be pretty cool for businesses looking for a new spot.

NASIR: Yeah, it seems like they really take data and analyze it. They do everything from monitoring locations, your locations, exploring new locations, reviewing your competitions’ locations and things like that. I don’t know what kind of data they’re actually collecting and how they’re accessing it but I think the most important thing to get from this transaction is for startup companies, I think they said – as far as what they disclosed, they started in July – right now, they have only around ten customers but they were able to raise $250,000. Understand the concept here is we’ve hear a lot about this minimum viable product is get out to market in the fastest way possible and see if it’s viable. This company was able to show that they were able to attract ten customers and it seems like they’re actually pretty sizeable customers as well and raised $250,000 overnight with angel investors.

MATT: I just went to the website. Right now, you can only sign up for the pilot program. But I’m really interested to see how they do this because we still don’t really know. I’m sure they obviously have some sort of algorithms that they use. But is it based on people checking in at locations? I don’t know what access to data they even have. I think it can be a good thing, especially for startups. Location is pretty key. They say that’s one of the most important things you have is location.

NASIR: Yeah, especially if you need a retail environment. I had a friend back in high school and his family owned a Long John Silver franchise. I remember distinctly that one of the reasons why it went out of business is because it was at a corner which was very difficult to get at in the sense that the driver would miss the line and so forth. Just because of that alone, it wasn’t producing the amount of customers that it needed. So, location is obviously important. But getting the information and data, getting this information that probably these bigger companies have ready access to through their market research but being able to aggregate it in a way that’s reachable to the smaller guy I think is pretty huge.

MATT: Yeah, just like the frozen drink bar that has been open up in Downtown San Diego. San Diego is one of the biggest beach towns – it has the most beaches in the US – and for some reason they opened up downtown, a frozen drink place, not close to any beaches at all. They probably could have used this. But I wonder too if it just gives locations or if they actually corresponds to real estate that’s open, too. Like, is it this actual building or is it just this general area? It’s hard to say whether this could be worthwhile for businesses. I think it can but we also have to look at price point and whether it’s useful or whether it’s successful, too. But I think this can be a good thing.

NASIR: Very good.

MATT: Well, let’s get into the question of the day here. This comes from a tech company in California.
“If I’m doing business with another company, is it better to have them draft the contract or should I make the first offer?”

NASIR: Oh, that’s a good question!
As attorneys, we always want to use our own draft but the question is too, is it better to have them draft it? If you don’t have an attorney or not, that makes the question a little bit more complicated.
You know, sometimes, I prefer – especially if it’s a transaction that is very easy and I just don’t want to draft the whole thing, sometimes, I like it when the opposing party drafts it because I can easily redline it and revise it to my liking. Sometimes, also, you get an idea of what they want to do with the actual transaction and get some of the business terms out in there and you can use it as a tool for negotiation. It’s almost like who asked for the price first or who names the price first usually loses, right? Same kind of concept.
I don’t know. What are your thoughts on this?

MATT: I think that’s a key part of it. Someone like you or me or an attorney might know or should know what they should be looking for in an agreement. If this is someone that’s not as familiar with what the contract should have in it. Maybe it could be helpful for the other side to draft it first. It might still be helpful for the other side to draft it first because you might not even know what you’re doing but, at the same time, you still don’t know what important things need to be in there and maybe the other side slips something in there that you don’t even notice and it’s very detrimental to you and you just sign off on it.
So, there is something to be said about drafting it first but I think, either way, it’s probably better to at least have some knowledge of the substance in the specific clauses of the agreement. I agree with you; there’s something to be said about the other side sending you their agreement so you get kind of in their mind what they’re thinking and it’s not a final draft by any means so you can always make changes. Maybe they make it very favorable to their side – as they probably would – and you can always make the necessary changes to make it more even or even favorable to you.

NASIR: Yeah. Also, I think even working with our clients, they sometimes are in a rush to get everything into a contract, especially if you expect negotiation, if there’s some business terms here and there, especially working with investors or if you’re acquiring a company or what-have-you, then I think it’s more important to just get the general terms, maybe use a term sheet or a letter of intent instead of getting into the actual agreement because there’s so many different ways that you can get into trouble once you start with a form and the business terms start to change and then you’re working with a form, especially if you’ve got non-attorneys working on the document and you’re using a template and editing it yourself. There’d be all these irrelevant clauses that don’t make sense and end up getting yourself into trouble.
But this guy mentioned who should make the first offer – that’s a little bit different, right? Obviously, well, I don’t know if it’s obvious but I find it better if the other party makes the first offer in that respect.

MATT: Right. If you’re drafting the contract or making the actual in part of the agreement, I would hope you’d have at least discussed the price or some of the terms before just jumping into it. Maybe they haven’t but, yeah, I like the other side too making some sort of offer in terms of those important provisions. It’s a negotiation process. Nothing’s final until both people sign on the dotted line.

NASIR: They’re never dotted anyway. I mean, it’s a solid line nowadays.

MATT: That’s true.

NASIR: Terrible idiom. Well, anyway, I think that’s our episode – our nice short episode for you guys to listen on your way to work or on the way back. You guys requested more of us so, instead of just getting a long episode a week, we’re going to do three short episodes – nice, short and sweet. I think, on our next episode, we’re going to talk about office space which I’m kind of excited about.

MATT: Oh, yeah, looking forward to that one.

NASIR: All right. Well, send your questions in to Of course, visit our website and – also, we haven’t said it in a while – leave a review on our iTunes. You know, that helps us out to get more listeners.

MATT: Exactly. With more episodes per week, now you have more opportunities to leave reviews, too.

NASIR: Very good.

MATT: Even though you can probably only leave one, but who knows?

NASIR: All right, thanks for listening!

MATT: Keep it sound and keep it smart!

Contracts Law Page


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

Get Business Legal Updates

Please provide your full name.
Please provide a valid email address.
We respect your privacy, and we will never share your information. Unsubscribe at any time.
Legally Sound Smart Business cover art

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.
Apple Podcast badge
Google Podcast badge
Spotify Podcast badge

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.

Learn More