Labor and Employment Law
Race Discrimination Trial
MBVZ represented an employer in a federal court race discrimination trial concerning allegations of discriminatory promotions and harassment. After a lengthy jury trial, the employer received a defense verdict. The plaintiff was ordered to pay a substantial award of attorneys' fees to the employer.
NLRB Proceedings
MBVZ represented an employer in Representation and Unfair Labor Practice hearings before the National Labor Relations Board. The R-case hearing resulted in a favorable unit determination for the employer. We assisted the employer in the union election campaign, and successfully handled an unfair labor practice trial following the election.
Wage Hour Cases
MBVZ has expertise representing employers in both individual and class action wage hour cases. In one case the plaintiffs abandoned the class claims and the case settled. In another case, a favorable settlement for the employer was achieved after an opposition to the class certification motion was prepared.
Labor Commissioner Appeals
MBVZ successfully handled a claim against an employer involving commissions. The employee received a substantial award from the Labor Commissioner. We represented the employer on an appeal in Superior Court. After a two-day trial, the Court rendered a favorable verdict. The Labor Commissioner's award was substantially reduced.
Employment Training and EEO Audits
MBVZ provides harassment training to employers which complies with the requirements of California Government Code § 12950.1. We also conduct Equal Employment Opportunity audits of employers to reduce the risk of EEO class actions.
Construction Law
Mechanics' Lien Action
MBVZ successfully represented a contractor in a mechanics' lien action and arbitration against a homeowner. The homeowner's cross-complaint against the contractor for fraud and misrepresentation was dismissed. Our client recovered the monies it was owed with interest and attorneys' fees.
Construction Defect Litigation
MBVZ successfully represented a contractor sued for allegedly defective construction of a condominium. We were successful in securing insurance coverage for the contractor as well.
Agricultural Law
Producers Lien Suit
MBVZ successfully obtained an injunction against a fruit processor on behalf of a grower in order to protect the grower's California producers' lien rights. The case then settled favorably for the grower during arbitration proceedings.
Verdict Against Large Walnut Processor
The Firm successfully tried a case for a walnut grower against a large nut processor. The grower recovered monies owed under an "open contract" with the processor.
Trademarks, Copyrights and Trade Secrets
Trademark Registration - United States
A multi-billion dollar organization, which had been using its valuable trademarks in commerce for many years, retained MBVZ to register those marks to ensure statutory protection against infringers. We filed several applications for registration of those trademarks with the USPTO. The USPTO originally found the marks to be generic and thus not eligible for registration on the Principal Register. We filed extensive legal arguments and evidence in support of the registration on the basis that the trademarks had acquired distinctiveness in the marketplace and thus qualified for secondary meaning under the definition of section 2(f) of the Lanham Act. The USPTO accepted the arguments in support of registration and the valuable marks were registered on the Principal Register.
Trademark Protection and Enforcement
A bay area firm that certifies the quality of services of other companies discovered that several companies were using its certification mark without authorization. MBVZ successfully resolved several cases of such infringement short of filing suit by negotiating settlements with the companies. In one instance, we filed suit in federal court on behalf of our client for federal and state trademark violations and unfair competition. The defendant agreed to settle the case before trial through a preliminary injunction and consent decree in which the violating company agreed to never again utilize our client's trademark and to pay our client's attorney's fees incurred in the lawsuit.
Insurance Coverage
Aviation Litigation
The firm's insurance litigation team provided representation for a major aviation insurance manager in coverage litigation arising from claims for alleged environmental polution by the insured. The claims implicated over 150 airport sites throughout the United States and involved claims against policies which extended from as early as 1935 through those issued in 1985. Although the complex litigation matter involved extensive discovery undertaken by several of the parties, the MBVZ team undertook an approach to the defense which ultimately resulted in a favorable outcome for the client at a minimal expense.
Business Litigation
Breach of Contract
Our client, a popular bay area food producer, bought a new processing plant in Los Angeles to increase the capacity of its operations. Once occupying the new plant, our client discovered numerous statutory and regulatory violations that limited the plant's capacity for production. MBVZ filed for arbitration of the dispute on behalf of our client for breach of contract and fraud. Our aggressive research and discovery in the case led us to discover years of violations which induced the defendant to settle the case prior to arbitration for the amount of our client's settlement demand including attorney's fees.
Business Transactions
Purchase of Specialty Foods Distribution Business
We represented the seller of a privately-held specialty foods distribution company in its acquisition by a large publicly-held distribution and logistics corporation as part of a multiple-acquisitions transaction valued at over $200 million. We assisted in transaction due diligence, the negotiation of an earn-out, and executive employment agreements.
Refinance of Mixed-use High-Rise Commercial Property.
We advised our client, the owner of a mixed-use commercial-residential property in San Francisco, in a $20 million refinancing transaction. The borrower refinanced the property with a GMAC conduit loan, structured along with the defeasance of a prior conduit loan.
Representation of Wireless Marketing Technology Company in Sale of Assets
We represented this client, the developer of next generation technology for wireless service provider market data measurement services, in its acquisition by the market leader in the space. We assisted with the negotiation and documentation of the purchase agreements, including earn out provisions, key executive employment agreements, and non competes.
Private Financing Transactions for Security Software Developer
We assisted this client with multiple several million dollar venture capital financing transactions, helping the company move through development of its new product lines, staff up, and move toward another expansion financing or an exit transaction.
Representation of Ecommerce and Digital Media Services Company from inception through Liquidation.
Assisted founders of with initial organization and the negotiation of executive compensation agreements. Took new company through $3.5 million angel and small institutional convertible debt financing and assisted with multiple strategic and licensing agreements. Subsequent transactions included $22+ million Series A financing round with small institutional and strategic investors, $2.5 million strategic partner bridge financing, additional strategic agreements, and liquidation of the company in bankruptcy.
Assisted Gaming Company with Strategic Marketing and Branding Agreements
Helped online educational gaming company structure and execute co branding and licensing agreements with leading web portals and retailers.
General Corporate and Securities Work for Multi Property Restaurant Company.
Organized multi tier corporate model limited liability company structure and structured seed and follow on financings for successful multi unit theme restaurant project offering high quality, low priced meals centered on grilled foods. Helped with formation activities and assisted it in raising over $1,000,000 through three rounds of financing to fund expansion into new locations around the Bay Area.
Representation of Broker Dealers and Investment Funds.
Helped structure $10 million early stage venture fund; advised broker dealer in due diligence and placement agreement for funding of medical products roll up fund; advised organizers and helped structure proposed high tech venture accelerator seed fund.
Structured New Food and Beverage Industry Product Development Company and Assisted with Seed Financing and Key Strategic Agreements
We established organizational and management structure for developer and distributor of new line of premium condiment products for the food service industry. Assisted with negotiation of key supplier agreements, provided trademark and trade secret protection guidance, structured and documented initial outside financing round, advised company on employment and strategic partnering matters.
Corporate and Securities Counsel to Pharmaceutical Industry Marketing Company.
We organized a a developer of new product "detailing" systems for the pharmaceutical industry, incubated by a Bay Area management consulting group, assisted with several million dollars in seed and series A angel and strategic financing, helped with strategic alliance agreements, and helped structure key executive agreements and compensation plans.
Purchase of Specialty Foods Distribution Business
MBVZ represented the seller of a privately-held specialty foods distribution company in its acquisition by a large publicly-held distribution and logistics corporation as part of a multiple-acquisitions transaction valued at over $200 million. Our services include due diligence, the negotiation of an earn-out and executive employment agreements.
Refinance of Mixed-use High-Rise Commercial Property
We advised our client, the owner of a mixed-use commercial-residential property in San Francisco, in a $20 million refinancing transaction. The borrower refinanced the property with a GMAC conduit loan, structured along with the defeasance of a prior conduit loan.
Representation of Wireless Marketing Technology Company in Sale of Assets
MBVZ represented this client, the developer of next‑generation technology for wireless service provider market data measurement services, in its acquisition by the market leader. We assisted with the negotiation and documentation of the purchase agreements, including earn‑out provisions, key executive employment agreements, and non‑competes.
Private Financing Transactions for Security Software Developer
MBVZ assisted this client with multiple several‑million‑dollar venture capital financing transactions, helping the company move through development of its new product lines, staff up, and move toward another expansion financing or an exit transaction.
Representation of Ecommerce and Digital Media Services Company from Inception through Liquidation
MBVZ assisted with initial organization and the negotiation of executive compensation agreements. We took the new company through $3.5 million angel and small institutional convertible debt financing and assisted with multiple strategic and licensing agreements. Subsequent transactions included a $22+ million Series A financing round with small institutional and strategic investors, and a $2.5 million strategic partner bridge financing, additional strategic agreements, and liquidation of the company in bankruptcy.
Assisted Gaming Company with Strategic Marketing and Branding Agreements
MBVZ helped an online educational gaming company structure and execute co‑branding and licensing agreements with leading web portals and retailers.
General Corporate and Securities Work for Multi‑Property Restaurant Company
MBVZ organized a multi‑tier corporate‑model limited liability company structure and structured seed and follow‑on financings for a successful multi‑unit theme restaurant project offering high‑quality, low‑priced meals centered on grilled foods. We helped with the formation activities and assisted the client in raising over $1,000,000 through three rounds of financing to fund expansion into new locations around the San Francisco Bay Area.
Representation of Broker‑Dealers and Investment Funds
MBVZ helped structure a $10 million early‑stage venture fund, advising the broker‑dealer in due diligence and a placement agreement for funding of medical products roll‑up fund. We advised the organizers, helping to structure a proposed high tech venture accelerator seed fund.
Structured New Food and Beverage Industry Product Development Company and Assisted with Seed Financing and Key Strategic Agreements
MBVZ established an organizational and management structure for the developer and distributor of a new line of premium condiment products for the food service industry. We assisted with negotiation of key supplier agreements, provided trademark and trade secret protection guidance, structured and documented the initial outside financing round and advised the client on employment and strategic partnering matters.
Corporate and Securities Counsel to Pharmaceutical Industry Marketing Company
MBVZ organized a developer of new product "detailing" systems for the pharmaceutical industry, incubated by a Bay Area management consulting group. We assisted with several million dollars in seed and series A angel and strategic financing, helping with strategic alliance agreements, and helped structure key executive agreements and compensation plans.
