James Allen

Corporate & Employment Associate 650-331-7021 jallen@mh-llp.com

James is an associate at M&H, LLP. His practice focuses on corporate governance and securities transactions, venture capital financings, mergers and acquisitions, employment matters, and workplace investigations. James represents clients from internet and software technology companies to venture capital firms and investor groups.

On corporate matters, James works with companies, investors, and entrepreneurs to manage a variety of transactional matters, including entity formations, equity and debt financings, stock option plans and securities issuances, and mergers and acquisitions. James regularly drafts complex corporate contracts, analyzes financial data, and conducts due diligence for financings, acquisitions, and mergers.

On employment matters, James provides strategic advice for companies and executives on harassment, discrimination, and retaliation prevention, equity and compensation issues, company policies and compliance, leaves of absence, and hiring and termination issues. He also conducts workplace investigations as an external attorney-investigator and is a member of the Association of Workplace Investigators.

James also serves as a mentor for Startup Legal Garage at the University of California, Hastings. In this capacity, James works with law students and entrepreneurs on entity formations, contractor, advisor, and employee matters, equity grants, and financing strategies.

James holds a J.D. from the University of California, Los Angeles School of Law and a M.B.A. from the University of Arizona, Eller College of Management. In law school, James clerked for the United States Senate Judiciary Committee in Washington, D.C., served as a faculty research assistant, and received UCLA Moot Court Competition Honors. Prior to attending law school, James worked in business strategy, process improvement, and human resources roles for a Fortune 200 privately-owned company focused on transportation and distribution operations.

 

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Daniel Appelman

IP & Tech Transactions Partner 650-331-7014 dappelman@mh-llp.com

Dan’s practice focuses on complex technology-related transactions, strategic alliances, privacy compliance, and cybersecurity. His clients create and commercialize products and services in the clean technology, semiconductor, networking, software, telecommunications, electronic commerce, internet, biotechnology, bioinformatics and medical devices areas. Dan represents both private and public companies, from start-ups through all phases of their growth and development.

Dan has over twenty years of experience representing both early stage and established companies in licensing, joint ventures, technology transfers, outsourcing, system acquisitions and other commercial and strategic transactions in the United States and abroad and in helping his clients establish and exploit intellectual property rights in their inventions. He also counsels clients on emerging legal and regulatory compliance issues, including privacy, export control, data security and digital content rights management.

Dan acts as a senior advisor to clients on technology transactions matters and assists them in the full range of business arrangements involving the acquisition and commercialization of technology. Dan also advises on the technology and intellectual property aspects of mergers, acquisitions, asset sales and investments.

Dan has published articles on computer and telecommunications law, internet governance, and the law of electronic commerce. He currently serves a co-chair of the American Bar Association’s Privacy and Information Protection Committee, and as vice-chair of the ABA’s and the International Bar Association’s Human Rights Law committees. He served on the Executive Committee of the California Bar’s Business Law Section, and is a former Chair of the California Bar’s Cyberspace Law Committee.

Prior to joining M&H, Dan was a Partner at Heller Ehrman, LLP, where he founded and was chair of the firm’s technology transactions practice group.

Dan holds a J.D. from the UCLA School of Law and a Ph.D. in Telecommunications Law and Public Policy from Temple University.

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Alaina Bailey

IP & Tech Transactions Associate 650-331-7015 abailey@mh-llp.com

Alaina advises clients on a variety of intellectual property, technology and commercial transactions. Prior to joining M&H, she worked in the Mergers & Acquisitions group at PwC providing domestic, international and cross-border consulting services for multinational corporations.

Alaina holds a J.D. from Santa Clara University School of Law. While in law school, she served as an editor for the Santa Clara Law Review and interned with the in-house counsel of two Silicon Valley technology companies. Alaina also participated in the University’s Entrepreneurs’ Law Clinic assisting local startups with corporate and intellectual property matters and she earned a certificate with honors from High Tech Law Institute for her dedication to the study of intellectual property and high technology law.

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Cristina Chirica

Corporate Partner 650-331-7018 cchirica@mh-llp.com

Cristina is licensed to practice law in New York and California and leads the firm’s New York office.

In her practice, she counsels angel and institutional investors, as well as early stage and established companies, in a variety of corporate and intellectual property transactions, including entity formations, equity and debt financings, general corporate governance, strategic investments and asset sales, technology and licensing agreements, and mergers and acquisitions. Representative firm clients that Cristina has advised include VMware, GoodRx, Personal Capital Corporation, Industry Ventures, X/Seed Capital, Mighty Capital, Bay Grove, UpLift, Taiwania Capital Management, Blueboard, and EDB Investments.

Cristina holds a J.D. from the UC Davis School of Law, where she served on the law school’s Appellate Advocacy Board and Business Law Journal, and earned her B.A. from UC Davis, where she graduated with Honors in Economics and International Relations and completed a minor in Managerial Economics.

Cristina is fluent in Romanian.

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Cathryn Gawne

Corporate Partner 650-331-7019 cgawne@mh-llp.com

In one aspect of her corporate/securities practice, Cathy represents high net worth investors, entrepreneurs and C-level executives faced with complex and far-reaching decisions and transactions involving their business investments and assets. Cathy’s clients are leaders in Silicon Valley high technology industries who seek her unique blend of expertise in securities law and independence from conflict for thoughtful advice focusing on protecting their individual interests in critical transactions, such as financings and mergers/acquisitions.

Cathy also has over 20 years of experience in counseling early and mid-stage public and private companies on growth strategies such as raising capital through private and public equity and debt financings. She provides guidance on corporate governance and SEC reporting issues, counsels entrepreneurs who are starting new businesses, and helps clients grow their businesses through strategic partnerships, joint ventures and mergers and acquisitions.

Cathy holds an A.B. from Stanford University and a J.D. from the UCLA School of Law. She is a member and the current Secretary of the State Bar of California Business Law Section’s Corporations Committee, and a member and former Chair of the Board of the Silicon Valley Chapter of the Association for Corporate Growth. She has been named by the Silicon Valley/San Jose Business Journal as a Woman of Influence, and has received a YWCA Tribute to Women in Industry (TWIN) Award from the YWCA of Silicon Valley. For the past seven years, as a proud member of Stanford University’s 12th Man Club (a group that secures summer employment for members of the Stanford University football team – Go Cardinal!), Cathy has sponsored and mentored a number of football players as summer law clerks, several of whom are now practicing attorneys.

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Bill Graves

Managing Partner 650-331-7004 bgraves@mh-llp.com

Since 1999, Bill has counseled businesses on a variety of corporate and securities law matters, including corporate governance, technology licensing, employee benefits, debt and equity financings, mergers and acquisitions, and corporate formation. Bill has also advised numerous public companies regarding SEC compliance and Nasdaq listing issues, reorganizations, and securities issuances.

Bill’s primary specialty is working with early stage businesses in connection with fund raising and the drafting and negotiation of commercial contracts. Bill also works routinely with venture capitalists and other early stage investors. In addition to providing traditional corporate legal services, Bill spends significant time assisting his clients with strategic planning and providing introductions to local investors and service providers. Helping clients to significantly increase the likelihood of success is the basis of Bill’s practice.

Prior to joining M&H, Bill practiced as a corporate/securities attorney at Wilson Sonsini Goodrich & Rosati in Palo Alto, California.

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Daniel Hansen

Founding Partner 650-331-7003 dhansen@mh-llp.com

Dan has been practicing law in Silicon Valley for over 25 years. He concentrates his practice on corporate and securities law for early stage companies and investors. He represents clients in all aspects of corporate transactions, including formation, equity and debt financings, option plans, employment agreements, subsidiary formation, license and technology agreements, spin outs, asset sales, and mergers and acquisitions. He also has experience in intellectual property matters and dispute resolution; and in forming and advising limited liability companies.

Dan represents venture capital funds, angel investors and other investors in investment transactions, partnership matters and other transactions. Dan’s investor side practice is unique in that he works regularly with a number of angel groups in Silicon Valley, including The Angels’ Forum, Sand Hill Angels, and Band of Angels, as well as many individual high net-worth angel investors.

Prior to co-founding M&H, Dan was a partner at Brobeck, Phleger & Harrison, LLP in Palo Alto, California, where he practiced for 10 years.

Dan holds a B.S.M.E., an M.B.A., and a J.D. from the University of Utah and an L.L.M in Trade Regulation from New York University. In addition to California, he is also admitted to practice in the United State Patent & Trademark Office.

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Joseph Helmers

Corporate Partner 650-331-7025 jhelmers@mh-llp.com

For over a decade, Joe has focused his practice on transactional matters, including venture capital finance (including convertible debt and equity investments), private offerings of securities, and mergers and acquisitions. As primary outside counsel to a number of privately held companies, Joe frequently helps boards of directors and management teams in complex and challenging transactional and governance matters. Joe’s clients have included a wide variety of companies, from start-ups to established companies, and they span a variety of industries, including software, consumer products, logistics, information technology, and semi-conductor. In the merger and acquisitions area, Joe has advised numerous companies in structuring and negotiating a wide variety of transactions involving strategic buyers.

Joe holds a J.D. degree from The UCLA School of Law and B.A. and M.A. degrees from the University of California at Berkeley.

Joe was formerly an associate at Baker & McKenzie. He has lived and worked in China and Japan and speaks and reads Chinese and Japanese.

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Gary Hoem

Senior Corporate Associate 650-331-7009 ghoem@mh-llp.com

Gary assists clients with entity formations, equity and debt venture financings, mergers and acquisitions, and corporate governance.

Gary holds a J.D. from UCLA School of Law, where he served as a member of the Business Law Association Executive Committee. While in law school, Gary externed in the Chambers of Justice Elizabeth Grimes of the California Second District Court of Appeal.

Gary holds a B.S. in Commerce from Santa Clara University, graduating magna cum laude while majoring in Finance and minoring in Communication. Gary is a member of the Beta Gamma Sigma business honor society and was awarded a Presidential Scholarship for the 2009-2010 academic year.

Gary is a member of The California State Bar Business Law Section.

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Patrick Kelly

Corporate Partner 650-331-7017 pkelly@mh-llp.com

Patrick advises investors and early stage companies in a variety of corporate and intellectual property transactions, including formation of start-up ventures, equity and debt financings, mergers and acquisitions and complex commercial transactions. Patrick seeks to provide clients with practical, thoughtful advice to help solve their business and legal issues and assists clients in structuring, negotiating and closing business transactions effectively and efficiently. His practice also includes providing day to day counseling to companies and boards of directors on a wide range of other corporate matters. Representative clients include Aquila Space, Astro Digital, Bluefeet Software, Fluid, Frontier Snacks, Industry Ventures, Jared Leto, Places, Twitter, Venzee, and X/Seed Capital.

Prior to joining M&H, LLP, Patrick held positions in-house and as an attorney with Fenwick & West, LLP.

Patrick holds a J.D. from the Santa Clara University School of Law and a B.A. from Duke University.

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Amy Kim

Corporate Associate 650-331-7029 akim@mh-llp.com

Amy counsels clients on entity formations; corporate governance; equity, debt, and venture financings and investments; and mergers and acquisitions. Prior to joining M&H, Amy worked at PricewaterhouseCoopers LLP in the firm’s national state and local tax practice.

Amy holds a J.D. from UC Davis School of Law. She was a member on the UC Davis Law Review as an Articles Editor. She has also served as the Co-Chair for the Korean American Law Students Association and the Recruitment, Retention & Outreach Committee, and as the Professional Development Chair for the Asian Pacific American Law Students Association. While in law school, Amy worked as a summer associate at a leading appellate law firm and externed at the Orange County Superior Court.

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Erin McDermit

Employment Partner 650-331-7028 emcdermit@mh-llp.com

Employment Advice and Counseling

Erin provides strategic employment advice to employers and executives on a wide range of complex California employment laws. Throughout her legal career Erin has advised companies of all sizes, providing tailored advice to help her clients approach issues from a practical standpoint and reduce the risk of litigation. Erin supports front-line owners and supervisors by providing legal guidance and a thoughtful plan of action, with the company’s best interests in mind. When representing executives, Erin is a zealous advocate during the hiring or separation process, helping executives negotiate compensation, equity, and severance.

Erin provides day-to-day advice on:

• Employment practices and compliance
• Compensation and equity issues, including equal pay
• Administering leaves of absence
• Disability accommodations
• Wage & hour issues including exempt/non-exempt employee classifications
• Independent contractors
• Harassment, discrimination, and retaliation claims
• Terminations, severance, and continuing benefits issues
• Reductions in force, office closures, and WARN Act compliance
• Litigation avoidance

Erin has litigated numerous employment disputes, representing companies and executives in court proceedings, arbitration, mediation, and before government enforcement agencies such as the Equal Employment Opportunity Commission (“EEOC”), the California Department of Fair Employment and Housing (“DFEH”) and the California Labor Commissioner at the Department of Labor Standards Enforcement (“DLSE”). Erin has also litigated cases involving employee theft of company property and trade secrets, non-compete and non-solicitation agreements, breach of fiduciary duty, and contract disputes, adding to her broad knowledge base and ability to provide strategic advice.

Workplace Investigations

In addition to her employment counseling and litigation-prevention practice, Erin is an experienced workplace investigator. She regularly advises business clients regarding their investigation of employee complaints and appropriate remedial action, and conducts neutral investigations into employee complaints of harassment, discrimination, retaliation, and violation of company policies.

Harassment and Discrimination Prevention Training

Erin continues to provide legally-required training to California managers and employee groups on a range of topics, including preventing and addressing harassment, discrimination, and retaliation in the workplace.

Publications and Speaking Engagements

Erin has written numerous articles on California employment laws and frequently speaks to Human Resources organizations, community organizations, and to management teams about new employment laws and other employment-related topics. She has also been a guest lecturer at Santa Clara University Law School.

Prior to becoming an attorney Erin worked for several years in technology publishing. She also co-founded an online interior design website in 2013.

Education

Erin holds a J.D. from Santa Clara University where she was a Cali award-winner in Employment Law and Comments Editor for the Santa Clara Law Review. She also holds a B.A. with honors in Communications from Mills College and attended The Putney School in Vermont.

Professional Affiliations
Santa Clara County Bar Association
Association of Workplace Investigators (AWI)

Civic Activities
Chair, Board of Directors of Palo Alto Chamber of Commerce, 2017
Member, Board of Directors of Palo Alto Chamber of Commerce 2010-2017
Past Member, Board of Directors of Stevenson House
Past Member, Finance and Personnel Committee of the Shelter Network of San Mateo County
Past Member, Amicus Committee, Silicon Valley Campaign for Legal Services

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Jonathan Noble

Corporate Partner 650-331-7012 jnoble@mh-llp.com

Jon’s practice focuses on the representation of private, emerging growth companies, encompassing entity formations, financing transactions, corporate governance, securities law compliance and mergers and acquisitions. Jon also represents venture capital firms and other investment vehicles in connection with their formations, maintenance and investments, including investments in both primary and secondary transactions.

Prior to joining M&H, Jon founded the Noble Law Group in Palo Alto, California, and prior to that he served as an associate in the corporate and securities group of Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP in Menlo Park, California.

Jon holds an A.B. from UC Berkeley, an M.B.A. from the Haas School of Business, and a J.D. from Boalt Hall School of Law.

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Michael Plumleigh

IP & Tech Transactions Partner 650-331-7005 mplumleigh@mh-llp.com

Mike has been advising clients on intellectual property, technology and media matters for over 25 years, and offers the perspective of having worked in-house as well as serving as outside counsel for hundreds of technology, media and life science/biotech companies.

Mike has extensive experience advising early stage and established companies on complex corporate partnering, M&A, licensing, marketing, technology transfer and intellectual property transactions; domestic and international alliances; software license, consulting, online hosting, cloud computing services and infrastructure agreements; sales, OEM and distribution channel agreements; product development, manufacture, supply and marketing agreements; patent and trademark protection, branding, commercialization and portfolio management; and counseling on open source software, Internet digital media, export, antitrust, and international privacy laws.

Prior to joining M&H, Mike was Director of Legal Affairs at Via Licensing Corp., where he was responsible for the development and negotiation of standards-based patent licensing programs (patent pools), monetizing IP on behalf of many of the world’s largest electronics manufacturers, telecommunications providers and technology innovators. Prior to Via, Mike was Vice President, General Counsel and Secretary at Critical Path, Inc., a leading provider of mobile messaging and digital media solutions and services.

Before going in house, Mike was a partner and co-founder of the Technology Transactions and Privacy practice groups in the San Francisco office of Cooley Godward LLP; and a partner in the Technology Group at Brobeck Phleger & Harrison LLP in Palo Alto and San Francisco.

Mike received his J.D. from the UCLA School of Law, where he was the Managing Editor of the UCLA Law Review, and received a B.A., magna cum laude, in Economics from UCLA. He also studied at Berklee College of Music in Boston, where he majored in music performance and composition.

Prior to pursuing law, Mike was a professional musician, orchestrator, and music publisher, including worldwide tours as a trumpet player with the Buddy Rich and Harry James Orchestras, shows and recording work in Los Angeles, and engagements with jazz greats Clark Terry, Mel Tormé, Joe Williams and Louie Bellson. More recently Mr. Plumleigh has performed with the Zack Brown Band, Kurt Elling, Steve Miller, Bob Weir and Mickey Hart, and at the San Francisco, San Jose and Monterey Jazz Festivals.

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Kerry Smith

Corporate Partner 650-331-7016 ksmith@mh-llp.com

Kerry has more than 25 years experience in the practice of corporate and securities law including at major U.S. law firms and has been CFO of a NASDAQ listed public company. Kerry’s practice is focused on corporate and securities law and has extensive experience with transactions in which he represents companies and investors in venture capital financings, mergers and acquisitions, early liquidity transactions, spin-offs and buyouts, recapitalizations, equity offerings and debt transactions.  Kerry has served as lead counsel on hundreds of venture capital, angel and private-equity financings, more than a hundred M&A transactions of all sizes, and a significant number of recapitalizations, public offerings and other transactions.  He has represented international and domestic companies, emerging growth corporations, venture capital funds and private equity funds in a broad array of industries including, telecommunications, banking, insurance, high tech, e-commerce, pharmaceutical and medical delivery, energy, business process outsourcing and manufacturing.

Much of Kerry’s practice stems from his startup company practice, where he handles formation, founder-related matters, seed investments and venture capital financings for early-stage companies and then continues to represent them in various matters including later stage financings, M&A and corporate governance matters as they grow into larger private and public companies.

His technology representations include companies in a wide range of markets, including security, artificial intelligence, internet of things, storage, mobile, gaming, cloud, big data, software, social, Internet and clean technology.

Kerry holds a J.D. from Loyola University of Chicago School of Law and a B.S. in Accountancy from University of Illinois Urbana-Champaign. He is a CPA (inactive) and practiced at Deloitte & Touche prior to attending law school.

Prior to joining M&H, Kerry was a partner at DLA Piper US, LLP and other international law firms.

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