Nocturnal Legal

11/06/2025

Have you seen this 🐻? Call 1-800-STARBUC.

This morning, Starbucks “released” its limited editing holiday bear mug. Here’s the kicker: it wasn’t actually available for sale at most locations.

Hoards of people waited in line at 4am in an effort to secure one of these bear mugs. Based on what has been reported to me by family and friends who were motivated enough to queue up, doors opened only to disappoint.

Managers informed the public these mugs were “pre-sold” (aka the mugs were purchased by employees) and none were actually for sale to the public. To make matters worse, free coffee was offered in its place.

Under FTC rules, it is illegal to:

(1) Advertise a product without the intent to sell it as advertised, or

(2) Advertise a product attractively priced or featured when: (a) the company has no stock, (b) has insufficient stock to meet reasonable demand, or
(c) intends instead to upsell consumers to a different product.

This is considered deceptive because it manipulates consumer expectations.

Bait-and-switch advertising is when a business never really intends to sell a product to the public or a token amount.

It begs the question: has Starbucks participated in deceptive advertising and ran afoul of the FTC rules?

11/18/2024

One common myth about M&A attorneys?

They derail or even "unalive" the deal (language chosen to please the algorithm)

The truth is that attorneys are rarely the reason a deal goes south. Our main goal is to ensure our clients are protected from unknown or ongoing liabilities and to ensure the deal is fair.

When I review a purchase agreement (or draft one), I try and put myself in the shoes of the buyer or seller. If a family member was selling their business, would I recommend going forward with the transaction?

It's not my job to decide whether a buyer or seller should walk away. It is however my job to make sure they fully understand what they're agreeing to so that when they sign on the dotted line, it's with confidence.

11/05/2024

Secret coupon from your landlord?

All joking aside, a lot of business owners don’t realize they can negotiate with their landlord for tenant improvements — at no additional cost to the business owner.

Improvements can be everything from new carpet to knocking down walls.

Like the adage says, you don’t know if you don’t ask.

09/12/2022

Don’t underestimate your impact.
Here’s why:👇
Back in college, I would regularly post inspirational quotes to my Facebook account. One morning, I decided to post a favorite quotes of mine: “to the world you may be one person, but to one person you may be the world”.

I went about my day and forgot all about it. That evening, a friend picked me up for dinner. On our drive he mentioned needing to make a quick stop at another friend’s house while she was out for the evening to complete a task.

He invited me to come inside her place while I waited. I ended up standing awkwardly in her kitchen looking around at her decor.

That’s when a whiteboard on the wall caught my eye. On it was that day’s date and my favorite quote — the one I had posted just that morning. She and I were facebook friends, but we never interacted with one another.

That’s when it hit me.

You may feel like your efforts, your kindness, your gestures, your social media posts .. whatever it may be.. don’t make a big impact. The truth is you’re making a big impact on a regular basis — you simply can’t measure it.

I hope this story inspires you to keep it up. Keep working at it, keep posting, keep applying. Continue to show up and “do the damn thing”.

09/06/2022

What are you reading lately? On our last trip through Flagstaff I stopped at Bookmans in search of old books I would never otherwise find on Amazon or in B&N. While there, I found this gem: How to Master the Art of Selling. Sometimes old school techniques are simply evergreen.

09/01/2022

It's global letter writing day today! Have you recently gone to lunch or coffee with a new business connection? Have you appreciated a client's continued business?

Today is the day to handwrite a note of appreciation and send it snail mail. Nothing is better than receiving something other than bills in your mailbox!

06/20/2022

While the most simple reason you may want to trademark your business name is to prevent others from using it, In this article I breakdown the less obvious reasons you should not delay in filing.

Getting legal help shouldn't be predicated on titles or law firm hierarchies. And the value of services provided shouldn't be based on the number of billable hours. Instead, with Nocturnal Legal, you will receive high quality, cost-effective solutions that you can implement right away to meet your "need it right now" speed of business.

No matter whether you're an entrepreneur just launching a business or a successful company in need of cost-effective legal support, we have you covered!

Trademarking your business name might seem like an added cost and a confusing process, but it’s well worth the time and money. Like “putting a ring on it”, registering your business name with the United States Patent and Trademark Office (USPTO) is one of the few ways to legally mark your terr...

06/20/2022

A purpose-built business is not just a destination, but also a process. We offer business coaching so we can help business owners get out of their own way, brainstorm fresh ideas, and feel a renewed sense of excitement about their "why". Building a business requires dedication, hard work and, most of all, determination. It can be difficult to make important business decisions alone. Good news -- you don't have to anymore. Nocturnal Legal offers its clients a small team of professionals that cover all of your business's needs so you can stop second-guessing and simply execute on your growth plan.

For more information visit our website http://nocturnallegal.com/ .

06/19/2022

Thinking about selling your business or buying a business? Nocturnal Legal can assist with the legal process involved with your merger or acquisition including drafting preliminary deal documents such as the NDA and letter of intent, conducting legal due diligence, and drafting and negotiating the purchase agreement and ancillary closing documents such as a transition service agreement.

We have experience with domestic, international and transnational transactions. While Nocturnal Legal focuses on middle market deal flow, we have helped businesses of all sizes through the buy/sell process from local, family-owned businesses to billion-dollar corporations.

Large law firms needlessly spend countless hours working and re-working the key legal documents necessary to close the transaction, racking up a cost-prohibitive bill. As a former big law attorney, I use my knowledge and experience to work smarter, not harder -- streamlining the process where possible and keeping the deal organized and on task at all times. As a result, you avoid needlessly expensive legal bills.

For more information check out our website. http://nocturnallegal.com/

06/19/2022

Does your business need a contract attorney to review your commercial agreements or resolve a contract dispute? Whether you own a small business or operate a multi-million dollar corporation, Nocturnal Legal can assist you with drafting, reviewing, revising and negotiating the terms of your standard commercial contracts and the contracts you receive from clients, customers, contractors, vendors and more.

When you decide to work with Nocturnal Legal, we rely on our industry-specific knowledge and win-win negotiation tactics to ensure, throughout the contract lifecycle, from negotiation to ex*****on, potential legal pitfalls are alleviated, provisions are made more reasonable and business relationships start off on the right foot.

For more information check out our website. http://nocturnallegal.com/

06/19/2022

Getting legal help shouldn't be predicated on titles or law firm hierarchies. And the value of services provided shouldn't be based on the number of billable hours. Instead, with Nocturnal Legal, you will receive high quality, cost-effective solutions that you can implement right away to meet your "need it right now" speed of business.

No matter whether you're an entrepreneur just launching a business or a successful company in need of cost-effective legal support, we have you covered!

For more information check out our website https://bit.ly/3mCmhob .

06/18/2022

Nocturnal Legal isn't your grandfather's law firm. We're entirely digital -- meeting you through video conferencing or by phone from anywhere and at any time that's convenient for you. Because we're digital, we're eco-friendly with almost zero paper waste. And, most importantly, we pride ourselves on providing services that place you and your business at the heart of everything we do.

With Nocturnal Legal your most important business legal needs are handled by an experienced business lawyer who has helped businesses of all sizes, from entrepreneurs to Fortune 500 companies, navigate complex business issues. We are proud to provide our clients with smart advice, concise legal drafting and strong win-win negotiation tactics.

For more information check out our website http://nocturnallegal.com/ .