Team

Maureen S. Dorney has over 20 years of experience representing public and venture-backed technology and media companies. Prior to forming Paradigm Counsel, Maureen chaired the Technology Transactions Group as a partner at Gray Cary and subsequently co-chaired the Technology and Sourcing Group at its successor firm, DLA Piper. Maureen is named in The International Who’s Who of Internet and e-Commerce Lawyers 2008 and, by the Recorder as one of the San Francisco Bay Area’s Best Lawyers (2012-2013). Maureen regularly lectures on topics such as international property licensing transactions, patent licensing and intellectual property strategy and open source software.

Maureen regularly represents companies in a wide variety of technology and Internet industries, including electronic commerce, software, SaaS, hardware, clean technology and mobile commerce. Clients seek her advice on a broad scope of matters such as privacy compliance, networking and wireless agreements, electronic and wireless gaming agreements, advertising agreements, merchandising and sponsorship agreements, software licensing, outsourcing agreements, strategic intellectual transactions, patent license agreements, standards body agreement, semiconductor agreements, and on-line music distribution. Maureen has extensive experience on issues and agreements related to open source software transactions.

Representative Transactions

• Represents Open Source software companies with respect to all manner of commercial license and service agreements.
• Supervises the contract and IP due diligence process for M&A acquisitions with respect to both public and private companies.
• Counseled clients on issues related to data security and privacy laws, including HIPAA, GLBA, spam statutes, EU privacy law and data security breach notification statutes.
• Drafted and negotiated advertising agreements for online, cable broadcast and mobile services and distribution.
• Drafted and negotiated sponsorship agreements for a social networking application company.
• Prepared and negotiated content license and app store agreements for consumer and B2B mobile app developers
• Negotiated licenses, marketing agreements, and the provision of real-time, game-related sports content for Internet distribution.
• Prepared and negotiated agreement templates and high value customer agreements for application service providers (SaaS).
• Assisted with on-line strategies and agreements.
• Drafted complex patent cross-license agreements and patent purchase agreements.
• Drafted formats for on-line music distribution.
• Negotiated and drafted various web site development, maintenance, and support agreements.
• Assisted multiple companies with the development and implementation of strategies for the exploitation of intellectual property assets.
• Counseled numerous companies regarding linking, fair use, DMCA, copyright, and other Internet-related legal issues.
• Developed and implemented hardware/software OEM, VAR and Reseller agreements.
• Advises online companies on marketing and consumer notice issues.
• Advises companies on the use of Open Source software.
• Drafted and negotiated various types of BPO outsourcing agreements.
• Drafts and negotiated multiple contract manufacturing services agreement.

Maureen earned her B.A. in Oriental Languages from the University of California at Berkeley and her J.D. from Boalt Hall School of Law at the University of California at Berkeley.

Maureen works actively with various non-profit organizations and fair trade companies working to improve the economic and environmental conditions in Africa. She is a founder of With These Hands, a fair trade company working with woman’s groups in Africa to develop and export fine handicrafts that reflect and preserve indigenous cultural traditions. Maureen is also working towards certification as a Pilates instructor.

Contact Maureen

Phone:	650.434.5644
Mobile:	650.804.0426
E-mail:	maureen@paradigmcounsel.com
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Kenneth Cramer has been practicing law for over 20 years. He has represented and worked for both public and private companies as an attorney, businessman and executive in a wide variety of technology businesses. Prior to joining Paradigm Counsel, Kenneth practiced in the corporate and technology transactions groups of Orrick, Herrington & Sutcliffe, a 1200-lawyer firm with a broad, global practice, and before that, Fenwick & West, a 250-lawyer firm based in Silicon Valley that specializes in representing technology companies and venture investors.

Kenneth has a deep understanding of the client’s perspective with his extensive in-house experience as senior counsel at Sun Microsystems and as general counsel of startups Zip2 Corporation (Internet city guide/portal acquired by Compaq/Alta Vista); Opthos Systems (all optical, dynamic DWDM switch for telecommunications networks); and Instill Corporation (supply chain and data management SaaS, acquired by iTrade Networks). His practice includes: Internet (content and community, ecommerce, B2B and B2C); mobile apps; digital media and video games; software and SaaS; computer and networking systems, devices and components (including storage, optical, wireless and mobile); cleantech technologies and services (including solar); medical devices and nutraceuticals.

Representative Transactions

Corporate Formations and Financing

• Numerous corporate and limited liability company formations, including founders equity issuances, adoption of equity incentive plans and re-incorporations and LLC to corporate conversions
• Numerous initial and follow on debt, equity and equipment lease financings for start-up, early and late stage private companies by venture capitalists, private equity firms and venture banks (both company and investor side)
• Multiple “down round” debt and equity financings with complex “wash out” and/or “pay to play” terms
• Represented company in IPO that raised $112.5M on ~$750M valuation
• Represented company in IPO that raised $82.5M on a ~$400M valuation

Mergers and Acquisitions

• Represented both privately-held and publicly-traded buyers and sellers in numerous mergers, acquisitions and spin outs/spin ins of technology, energy and other companies, ranging in value from hundreds of thousands to hundreds of millions of dollars, including simple and complex asset or share purchases/sales, direct and reverse triangular mergers, and related earn outs, employment and regulatory matters, tax issues, etc.
• Represented US company in its “reverse IPO” merger into a publicly held Canadian Pooling Company traded on the Toronto Stock Exchange.
• Complex restructuring and recapitalization of a California corporation and its UK affiliate involving the settlement of a creditor’s lawsuit against both companies and their respective Boards, conversion of significant debt, issuance of “down round” equity, and restructuring of entire operations.

Technology and Commercial Transactions

• Inbound and outbound software licenses, including open source licenses and SaaS agreements
• Numerous and wide variety of commercial agreements including: component purchases; OEM/distribution/reseller; partnering/joint ventures; outsourcing (domestic and international in India and China); joint marketing; interoperability and testing; patent, trademark and copyright licenses; consortia and standards bodies
• Systems (hardware and software) and associated support sales and leasing agreements by prominent technology companies including to consumer distribution / reseller channels, large telecommunications companies, financial institutions and government agencies
• International assembly/distribution agreements between Taiwan-based computer, peripherals and components manufacturer and private investors/managers in Latin America: Mexico, Argentina, Brazil, Chile, Peru, Venezuela and Colombia; and Asia: Australia, Malaysia, Thailand and Singapore
• Investment, Option and Purchase, Sale and Development Agreements for energy resources and assets, including oil, gas and shale
• Real estate leases, facilities and services agreements

International

• Complex tax planning transactions involving the formation of foreign (Cayman Islands, British Virgin Islands, Ireland, Cyprus, etc.) IP and sales (international revenue) entities and associated asset/IP transfers and inter-company agreements
• Formation of foreign subsidiaries/joint ventures (distributorships) for client with local investors/managers, and negotiated and drafted assembly/distribution agreements between client and the local JV in Latin America: Mexico, Argentina, Brazil, Chile, Peru, Venezuela and Colombia; and Asia: Australia, Malaysia, Thailand and Singapore
• Reincorporation of California corporation into Cayman Islands corporation in connection with an inversion transaction and preparation for listing on a foreign stock exchange

Dispute Resolutions

• Negotiation and successful settlement of an intellectual property lawsuit
• Management and settlement of employee wage and hour class action lawsuit
• Settlement of threatened shareholder action in connection with company recapitalization

Kenneth earned his B.A. degree from the University of Rochester, Rochester, New York, a J.D. degree from the University of Michigan, Ann Arbor, and an MBA from the Haas Business School at the University of California, Berkeley.

Kenneth is a Board member of Science is Elementary, a not-for-profit that organizes and coordinates teams of volunteer scientists and engineers from local businesses and universities to teach science projects in elementary schools. Kenneth also volunteers for Big Brothers / Big Sisters, Special Olympics and Boy Scouts of America.

Kenneth has traveled extensively through Mexico, Netherlands, Turkey, Pakistan, India, Nepal, Thailand, Malaysia, Singapore, Indonesia, Hong Kong, Taiwan and mainland China.

Contact Kenneth

Phone:	650.434.5642
Mobile:	650.823.5494
Fax:	650.475.7111
E-mail:	kenneth@paradigmcounsel.com
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Andrew Zeif has over 25 years of legal experience representing both private and public companies across a range of corporate matters. Prior to joining Paradigm Counsel, Andrew practiced for over ten years as a partner at DLA Piper (formerly Gray Cary), a global law firm with large, world-wide early-stage technology practice. Prior to that, Andrew lived in New York City and practiced law for nine years at several corporate law firms, including Proskauer Rose LLP, before immigrating to Silicon Valley.

Andrew routinely counsels clients in a wide variety of technology domains including: networking and communications technologies, business-to-business and business-to-consumer internet-based services, SaaS, cloud, enterprise and mobile applications software. Many of his clients are emerging growth companies and he provides advice through seed and venture financings, buy and sell-side M&A transactions and public offerings. During this life cycle, Andrew acts as a de facto outside general counsel helping to manage his client’s legal and business affairs.

Representative Recent Transactions

Venture Funding

• Represented web services company supporting content creators in structuring content in Series A financing
• Represented integrated hardware and mobile app manufacturer in Series A financing
• Represented network control software company in Series A
• Multiple investor-side transactions for top mobile operator’s corporate venture arm

M&A

• Represented mobile entertainment company in sale to international electronics company
• Represented stereovision chipset company in sale to leading computer chip company
• Represented network control software company in sale to major networking equipment company

Andrew earned his B.A. in Anthropology and History and Sociology of Science at the University of Pennsylvania and his J.D. degree at Fordham University. He is admitted to practice law in California and New York.

Andrew rides mountain bikes and is a competitive rower when not cooking and watching soccer (Manchester, Oranje, Stanford Women). In his next life or maybe this one, Andrew will live in Amsterdam. In the meantime, he spends a fair amount of time in Brooklyn.

Contact Andrew

Phone:	650.847.1055
Mobile:	650.269.0230
Fax:	650.475.8472
E-mail:	andrew@paradigmcounsel.com
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Chiara Portner has over 16 years of legal experience in the areas of privacy and security compliance, licensing, commercial contracts, intellectual property and technology-based transactions. Prior to joining Paradigm Counsel, Chiara was an attorney in the Technology and Sourcing group at the international law firm DLA Piper (formerly Gray Cary). Chiara also practiced law in the City Attorney’s Office for Redwood City, California and worked at the law firm Wilson Sonsini Goodrich and Rosati.

Chiara advises clients on commercial transactions, open source and dual license models, technology, content and music licensing, and commercial and IP aspects of financing and acquisition transactions. Chiara’s practice also includes advising clients on privacy and data protection compliance matters. Chiara holds the certificate for CIPP/US for U.S. private-sector privacy from the International Association of Privacy Professionals (IAPP), the global standard in privacy certification. The CIPP/US certification demonstrates a strong knowledge of U.S. private-sector privacy laws and requirements for global transfers of data. Chiara’s clients include B2B and B2C companies that range from small software, mobile app, IoT and SaaS startups to e-tailers and clothing brands to large public companies.

Representative Transactions

• Drafted and negotiated agreements for software as a service (SaaS), OEM, system integrator/ partner, distributor, sales representative and reseller agreements, hardware purchases, end user and enterprise software and toolkit licenses, and various other commercial and technology based transactions. Representation has been for clients on either side of the transaction.
• Represented startup software clients in licensing their software to multinational telecom providers and large financial institutions.
• Prepared internal and consumer facing privacy and data security policies; and counseled clients regarding Children’s Online Privacy Protection Act, the California Online Privacy Protection Act of 2003 and other state, federal, and international privacy issues, including cross border data transfers and EU General Data Protection Regulation (GDPR) compliance.
• Represented various private and public companies (on company, investor and buy sides) on intellectual property issues for financings, mergers and acquisitions and asset transfers.
• Advised software and technology companies on open source licensing compliance and other open source or “free software” distribution and dual licensing models and compliance issues.
• Advised clients on sharing economy apps, issues and terms.
• Advised clients on website, internet and e-commerce issues, including terms of service and use and automatic renewal legal requirements.
• Represented various clients on music licensing issues and music license agreements.
• Advised clients on both inbound and outbound content licensing, including, video, sports, radio and TV content and draft and negotiate agreements related to same.
• Represented and advised clients on outsourcing agreements and transactions.
• Drafted and negotiated numerous nondisclosure and proprietary information agreements.
• Drafted sweepstakes and contest rules.

Chiara earned her B.A. degree in Political Science, with minors in biology and Spanish language, at the University of California at San Diego and her J.D. degree and the Certificate in High Technology Law from the Santa Clara University School of Law.

When she is not in the office, Chiara enjoys spending time with her husband and two kids. She is happiest when she has a good fiction book to read. You may also find her at the Barre3 studio or gardening and trying to grow tomatoes and basil as well as her Italian grandmother.

Contact Chiara

Phone:	650.434.5641
Mobile:	650.380.5733
Fax:	650.475.8401
E-mail:	chiara@paradigmcounsel.com
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Donica Forensich has over 12 years of legal experience as an attorney representing both public and private companies across a range of corporate and commercial matters.  Prior to joining Paradigm Counsel, Donica was Senior Legal Director at Infinera Corporation, Senior Counsel at Sun Microsystems and an attorney in the Corporate and Securities Group at DLA Piper.  Prior to attending law school, Donica spent six years as a corporate paralegal at Fenwick & West, ONI Systems Corp. and Scios Inc.

Donica’s practice includes counseling clients in general corporate, employment and commercial business matters, including: advising emerging growth companies from incorporation through seed and venture financings, counseling international clients in connection with a conversion to a U.S. corporation, advising clients regarding buy and sell-side M&A transaction, helping startups navigate the accelerator process, including many clients in the 500 Startups’ program, drafting and negotiating a wide range of technology licensing and commercial agreements, advising on general employment matters, and supporting both start-ups and in-house legal departments.

Donica is a member of the Board of Directors and pro bono legal advisor to Cake4Kids, a non-profit dedicated to helping foster kids and at-rick youth feel special on their birthdays by baking and delivering cakes.  She is also a pro bono legal advisor to MyDIgitalTat2, a non-profit dedicated to helping schools and communities develop critical-thinking skills they need to manage their own privacy, respect the privacy of others, and use cyber-sense and ethical decision making in their digital lives.  In her spare time, Donica enjoys spending time with her son and family, traveling and wine tasting with friends.

Donica earned her B.S. degree in Business Administration from the University of Phoenix, and her J.D. degree from the University of the Pacific, McGeorge School of Law.

Contact Donica

Phone:	650.434.5646
E-mail:	donica@paradigmcounsel.com
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Bruce Sinift has over 30 years’ experience advising and representing clients in real property transactions with an emphasis on commercial leasing. He has represented both commercial investors and non-profits in land development and leasing matters, as well as private parties in purchase and sale of residential property. He advises on transactions with architects and builders for custom construction projects. Bruce represents construction companies and contractors. Bruce’s leasing practice includes advising commercial tenants, landlords, buyers, sellers and real property developers. His clients range from individual property purchasers, owners and investors to commercial start-ups as well as multinational corporations.

Representative Transactions

Drafted and negotiated office leases and subleases for a variety of clients including technology companies, private investors and investment management entities:

• Represented software company in negotiating multiple commercial office leases in San Francisco.
• Represented established and growing database company in negotiating and drafting original office lease and subsequent multiple expansions in South Bay.
• Represented individual investor as landlord in multiple commercial leases in Contra Costa County shopping developments and a stand-alone building in San Mateo County.
• Represented commercial tenant in long-term shopping center lease in Santa Clara County.
• Represented wealth management company in negotiating and drafting a long term office lease in Santa Clara County.
• Represented database company in sublease of office space in Santa Clara County.

Drafted and negotiated purchase, sale and development agreements for commercial and residential properties, raw land, and build-to-suit transactions:

• Represented investors in the sale of raw land for subdivision and residential development in Southern California.
• Represented multinational company in the negotiation and drafting of purchase agreement, design agreement, governmental economic incentive agreement and build to suit agreement with the private seller and state government involving an initial eight figure investment by client.
• Represented an individual investor in the development, subdivision and sale of raw land in the Bay Area.
• Represented owner of improved real property in South Bay in the sale of property for residential development.
• Represented high net worth individuals in the purchase, design phase and building of custom homes in the Bay Area and out of state.

Bruce earned his B.A. degree in Psychology from San Francisco State University (recipient Alumni Scholarship: highest GPA as a graduating senior in the School of Social Sciences) and his J.D. degree from University of California at Los Angeles School of Law (Distinguished Advocate, Moot Court Program).

In his spare time Bruce enjoys film, SF Giants and all things tech.

Contact Bruce

Phone:	650.838.0400
Mobile:	510.508.9666
Fax:	650.475.3959
E-mail:	bruce@paradigmcounsel.com
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Michele Nadan has over 20 years’ experience in the field of intellectual property transactions. Prior to joining Paradigm Counsel Michele was an attorney in the Products Technology and Multimedia group at Gray Cary Ware & Freidenrich (now DLA Piper) and Corporate Counsel for FileMaker, Inc.  From 1997-2012 she taught a class on Intellectual Property Transactions at Berkeley Law School (formerly Boalt Hall).

Michele’s practice includes counseling clients in intellectual property and commercial business matters, drafting and negotiating a wide range of technology licensing and commercial agreements, and supporting both start-ups and in-house legal departments. Michele’s clients have included software, hardware and SaaS vendors, as well as IT departments of companies procuring technology.

Representative Transactions

• Drafted and negotiated various software licenses and hardware purchase agreements for both vendors and customers.
• Developed and implemented template agreements for hardware, software end user and channel distribution including OEM, distributor, reseller and sales representative agreements.
• Advised software and technology companies on open source licensing compliance and other open source or “free software” models and issues.
• Represented and advised clients on development and outsourcing agreements and transactions.
• Assisted clients with cloud-based and software as a service (SaaS) licensing models.
• Advised clients on website, internet and e-commerce issues, including terms of service and use.

Michele earned her B.S. degree in Electrical Engineering at UCLA and her J.D. degree from Boalt Hall School of Law at the University of California at Berkeley. She is also a member of the Patent Bar.

Michele’s two boys keep her plenty busy, and if she has any spare time, she enjoys reading, quilting and yoga.

Contact Michele

Phone:	650.226.3422
E-mail:	mnadan@paradigmcounsel.com
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Elizabeth has over 20 years’ experience as a licensing and transactional attorney practicing law in Silicon Valley. Before joining Paradigm Counsel, Elizabeth was an attorney at Gray Cary Ware & Freidenrich (now DLA Piper), where she worked in both the corporate and technology transactions groups. Prior to joining Gray Cary, Elizabeth clerked at the California Supreme Court, on the Criminal Central Staff. She also has in-house experience as General Counsel of Interval Research Corporation, an early technology incubator.

For the last ten years, Elizabeth has maintained a technology licensing practice, representing a variety of Silicon Valley companies in a wide range of software, hardware and other commercial transactions.

Representative Transactions

• Represented both licensors and licensees in the negotiation and drafting of various complex software licenses.
• Drafted end user license agreement templates for standalone software and SaaS product offerings
• Created distribution agreements for OEM, VAR and various other distribution channels
• Advised clients on e-commerce issues including privacy policies and terms of use
• Drafted and negotiated various professional services agreements that included terms for the allocation of intellectual property rights amongst the parties

Elizabeth earned her B.A. in Comparative Literature from the University of California at Berkeley and her J.D. from Santa Clara University School of Law.

In her spare time Elizabeth enjoys tennis and sewing.

Contact Elizabeth

Mobile:	650.248.3568
E-mail:	elizabeth@paradigmcounsel.com
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Jenelle Cox has over 15 years of legal experience as an attorney representing both public and private companies across a range of corporate matters. Prior to joining Paradigm Counsel, Jenelle spent 13 years as an attorney in the Corporate and Securities Group at DLA Piper.

Jenelle has extensive experience assisting private companies on their formation, corporate governance, equity financing transactions, and mergers and acquisitions.

Jenelle earned her B.A. degree from Truman State University (formerly Northeast Missouri State University), and her J.D. from New York University School of Law in 1998.

Jenelle enjoys her family, and spends what seems like nearly all of her free time at her son and daughter’s games, concerts, plays, tournaments, meetings and schools. She once was (and may yet again be) a respectable accordion player, and proudly hails from Nebraska.

Contact Jenelle

Phone:	650.269.8987
E-mail:	jenelle@paradigmcounsel.com
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Marek Adamo has more than 11 years experience as a corporate lawyer representing emerging companies, investors and public and private corporations. His areas of expertise include entity formation, venture capital financings, mergers and acquisitions, and commercial transactions. Prior to joining Paradigm Counsel, Marek practiced corporate and securities law at Jones Day and Squire Patton Boggs (formerly Squire Sanders) in Silicon Valley and San Francisco. Marek has been recognized as “Rising Star” by Northern California Super Lawyers magazine.

Marek regularly represents clients in the enterprise software, internet commerce, wearable technology, professional services and cleantech spaces. He has deep experience counseling businesses and investors in these industries through capital raising and M&A cycles.

Representative Transactions

Venture Capital

• Advised a strategic investor in numerous venture capital transactions in the semiconductor and life sciences space.
• Advised a wearable technology startup in connection with its first equity financing and convertible note financing by a Silicon Valley-based institutional venture investor.
• Represented a sovereign wealth fund in its Series A financing of a cloud software company.
• Advised an enterprise big data software startup in its Series C Preferred Stock financing.
• Advised incubator and accelerator participants in connection with their incorporation and initial financing.
• Represented a New York-based bank in its strategic investment in a web-based automated investment services company.

Mergers and Acquisitions

• Advised a value added reseller in connection with its acquisition by a private equity firm.
• Represented the founder of an education technology company in connection with its acquisition by a strategic acquirer.
• Represented a website security startup in connection with its acquisition by a publicly traded web hosting firm.
• Represented a global enterprise software company in its acquisition of a venture-backed expense management software company.
• Advised an innovator of optical communications solutions in its cross-border spin-offs of two divisions.

Technology Transactions

• Advised an enterprise software startup in the negotiation of numerous SaaS agreements with enterprise customers.
• Represented a European technology company in connection with its sale of NFC-related intellectual property assets to, and license agreement with, a U.S. multinational.
• Advised a hardware platform startup in connection with its exclusive license of certain patents from a university licensor.

Marek earned his B.A. in Economics from the University of California at Berkeley and his J.D. and M.B.A. from the University of San Diego. He is admitted to practice law in California.

Marek plays the trumpet and tries valiantly at the piano, ukulele and autoharp. He can often be found hiking Bay Area trails with his family.

Contact Marek

Office:	415.590.2930
Mobile:	415.375.0611
E-mail:	marek@paradigmcounsel.com
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Meredith has over 20 years of legal experience, including 15 years as in-house counsel at Microsoft, HTC America and Electronic Arts. Meredith’s practice includes counseling clients on intellectual property and general business matters and drafting and negotiating numerous types of licensing and commercial agreements. She particularly enjoys working with product development teams and providing guidance about consumer protection regulations. She takes a pragmatic approach to solving legal matters within the full context of a company’s business goals.

Meredith started her career in private practice at Riddell Williams and Gray Cary (now DLA Piper), as part of the intellectual property and technology transactions group. Meredith earned her undergraduate degree in History, magna cum laude, from Tufts University. She holds a law degree from Boston University. During law school, she interned for the Honorable Patti. B. Saris, Federal District Judge for the District of Massachusetts.

Meredith provides pro bono legal services with the Eastside Legal Assistance Program to assist survivors of domestic abuse in court proceedings. She also volunteers at Mary’s Place, a social service agency for families living without shelter in Seattle. During the 2016 election year, she served as the Washington State representative to the Victory Leadership Council for Hillary for America.

In her free time, Meredith plays piano, skis and spoils the family dog.

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Pamela Lambert has over four years of legal experience representing a wide variety of corporate clients ranging from emerging growth to mid-market companies and the venture capital funds investing in those entities. Prior to joining Paradigm Counsel, Pamela practiced as a corporate associate at Royse Law Firm, PC. Before attending UCLA School of Law, Pamela was a corporate and securities paralegal at Gunderson Dettmer Stough Villenueve & Hachigian, LLP.

Pamela’s practice focuses on advising and cultivating private companies from startup to exit. She counsels and advocates for clients at all stages and on a variety of corporate transactional matters including: entity formation, preparing for and receiving angel and venture funding, attending and advising clients at board meetings, investment fund formation, corporate governance, securities compliance, corporate reorganizations, structuring and achieving an exit, and related corporate operational issues.

Pamela is an enthusiastic San Francisco Bay Area sports fan, and in her spare time, when not cheering for her favorite teams, can be found running in or training for a 5K or 10K. Pamela enjoys eating, drinking, laughing, and spending time with her family and friends.

Pamela earned her B.A. degree in Political Science from Loyola Marymount University and her J.D. from the UCLA School of Law. She is admitted to practice law in California.

Contact Pamela

Heidi Klein has over six years of legal experience in the areas of licensing, commercial contracts, privacy, entertainment, intellectual property, and technology-based transactions. Prior to joining Paradigm Counsel, Heidi was a senior associate in the Intellectual Property & Technology Transactions group at Royse Law Firm, PC. Heidi has also held positions with Viacom Media Networks and Lewis Brisbois Bisgaard and Smith, LLP.

Heidi regularly represents and counsels domestic and multinational companies on matters involving, technology, content and open source licensing, commercial transactions, trademark and brand protection, video game licensing and distribution, privacy laws, data collection and cross border data compliance, and commercial and intellectual property aspects of financing and acquisition transactions.

Representative Matters

• Drafted and negotiated agreements for inbound and outbound software as a service (SaaS), data licensing and ownership, OEM, partner development/integration, distributor, sales representative and reseller agreements, hardware purchases with licensed embedded software, end user and enterprise software licenses, and various other commercial and technology-based transactions.
• Advised clients on website, internet and e-commerce issues, including terms of service and use, automatic renewal legal requirements, “influencer” obligations and false advertisement, and DMCA takedown requirements, and drafted related terms, agreements and policies.
• Counseled and assisted in the development of intellectual property strategies for startups and early growth stage companies.
• Drafted and negotiated video game licenses, modeling contracts and various entertainment-related transactions.
• Prepared internal and consumer facing privacy and data security policies; and counseled clients regarding Children’s Online Privacy Protection Act, the California Online Privacy Protection Act of 2003 and other state, federal, and international privacy issues, including cross border data transfers and EU General Data Protection Regulation (GDPR) compliance.
• Counseled clients on advertising and marketing issues, including false advertisement and unfair competition, prepared and drafted brand licensing and joint marketing agreements.
• Advised clients on both inbound and outbound content development and licensing, including, photography, video, and TV content, and draft and negotiate related agreements.
• Drafted and negotiated numerous trademark licenses, co-existence, and settlement agreements.
• Represented clients (both on the side of petitioner and respondent) before the Trademark Trial and Appeal Board in opposition and cancellation proceedings.
• Prosecuted numerous Trademark registrations before the United States Patent and Trademark Office and secure Copyright registrations.
• Advised clients (investor, and both buy and sell sides) on intellectual property and commercial issues for financings, mergers and acquisitions and asset transfers.
• Advised software and technology companies on open source licensing compliance and other open source or “free software” distribution and compliance issues.
• Drafted and negotiated numerous nondisclosure and proprietary information agreements.
• Drafted giveaways, sweepstakes and contest rules.

Heidi earned her B.A. degree in Psychology from the University of California at Santa Barbara and her J.D. degree and the Certificate in Intellectual Property Law from the Whittler Law School. Heidi was also awarded Fellowship from the Center of Intellectual Property at Whittier Law School. Heidi is admitted to practice law in California.

Heidi enjoys reading anything she can get her hands on, getting lost on reddit, and eating pizza with the perfect wine. In her spare time, when she is not hiking the hills of Silicon Valley, you can find her traveling and discovering new places.

Contact Heidi

Cathey has over 25 years experience as a corporate and securities paralegal, and as a corporate consultant. Prior to joining Paradigm Counsel, Cathey worked as a paralegal for Pillsbury, Madison and Sutro, Venture Law Group and Heller Ehrman.

Cathey specializes in assisting emerging, private companies with organization and incorporations, corporate transactions, state qualifications and subsidiary matters, securities compliance, private equity financings, mergers and acquisitions, diligence production and review, stock and option plan set up and administration, capitalization analyses and corporate and securities audits and investor relations.

Representative Transactions

• Assist with merger transactions, acquisitions and investor communications
• Prepare and maintain diligence materials and client data rooms
• Assist with private equity financings and investor relations
• Perform corporate stock audits and create equity ledgers and capitalization tables
• Research, prepare and process securities compliance filings
• Maintain corporate records, minutes and financing closing documents

Cathey graduated with a B.A. degree from Virginia Tech and completed her first year of law school at Santa Clara University School of Law.

Cathey has long been involved as a volunteer coordinating homeless services for her church with EHCLifebuilders, Bill Wilson Center and the Silicon Valley Rotating Shelter. In October 2011, Cathey incorporated and became the executive director of a new non-profit, Faith In Action Silicon Valley Rotating Shelter, an agency created to provide case management and supervision for homeless men housed at various churches and synagogues in the area. In her spare time, she enjoys biking, traveling and watching football.

Contact Cathey

Phone:	408.221.9852
Fax:	408.608.1588
E-mail:	cathey@paradigmcounsel.com
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Ashley has over 17 years of legal support experience with over six years in corporate paralegal work.

Prior to joining Paradigm Counsel LLP, Ashley worked at Orrick, Herrington & Sutcliffe as a corporate paralegal focusing on the formation and venture financing of emerging growth companies and was a legal secretary for the corporate group at Skadden, Arps, Slate, Meagher & Flom, including the landmark underwriters case, In re Worldcom.

Ashley focuses on privately-held companies at all stages of development, interspecies mergers and conversions, regulatory process and reporting, due diligence, corporate maintenance, corporate governance, foreign and domestic corporate compliances, stock administration, legal analysis and research, financings, asset sales and corporate spin-offs.

Representative Transactions

• Venture Capital Financings of Emerging Growth Companies
• Angel Investor Financings of Startup Companies
• Sale Transactions
• Mergers & Acquisitions
• Assisting with IPOs and follow-on offerings
• Pro Bono

Ashley received her B.A. in International Relations at University of California at Davis with a minor in Japanese and speaks fluent Mandarin.

In her spare time, Ashley enjoys spending time with family, playing volleyball, training for half marathons, helping the community and traveling

Contact Ashley

Mobile:	415.572.4676
Fax:	888.314.1036
E-mail:	ashley@paradigmcounsel.com
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Linda has over 14 years of experience as a corporate paralegal. Prior to joining Paradigm Counsel LLP, Linda was a Senior Corporate Paralegal at Fenwick & West LLP working with private and public companies in a variety of corporate matters.

Linda specializes in working with emerging growth companies on formation documentation, corporate governance matters, venture capital financings, debt financings, mergers and acquisitions, collection and review of due diligence materials, securities compliance, state qualifications, capitalization matters and stock plan administration.

Linda earned her B.A. in Pre and Early Modern Literature at University of California at Santa Cruz with a minor in History. Linda received her Paralegal Certificate and an A.A. in Paralegal Studies from West Valley College in an ABA-approved paralegal program. She is also a member of the Paralegal Association of Santa Clara County.

In her spare time, Linda enjoys spending time with her family and two Tibetan Terriers, reading mystery novels, getting her hands dirty in her garden and traveling.

Contact Linda

Phone:	408.656.4364
E-mail:	linda@paradigmcounsel.com
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Amy Pearce has over 18 years of legal experience working as a paralegal on various subject matters for private and public companies.  Prior to joining Paradigm Counsel, Amy headed Human Resources for MATRIXX Software, Inc. and was a Principal Paralegal with Infinera Corporation and a Legal Analyst with Palantir Technologies.  She began her career as a paralegal working for LeBouef Lamb, Wilson Sonsini and Perkins Coie.

Amy specializes in working with private companies on their formation, corporate governance, corporate securities, and venture financings.  She also has experience assisting with commercial and employment related matters.

Amy earned a B.A. in Psychology from California State University, Sacramento and an M.A. in Counseling Psychology from Santa Clara University.  She also is SHRM-CP certified through the Society of Human Resources.

Beyond work Amy can be found spending time with friends and family, exploring the outdoors, working on house projects and attempting to cook.

Contact Amy

Phone:	(650) 434-5640
E-mail:	amy@paradigmcounsel.com
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Melodee has over 10 years of legal support experience, including over 7 years in management support.

Prior to joining Paradigm Counsel LLP, Melodee worked in the high-tech industry as an operations manager. Before this work, Melodee worked for White & Case LLP, taking on a dual role as a litigation paralegal and office manager. Previous experience also includes working at Gray, Cary, Ware & Friedenrich now known as DLA, as a litigation paralegal. In between working at the law firms and in a high-tech role, Melodee worked at home and raised her children. While this was a demanding job by itself, Melodee stayed active with her children’s school, becoming a PTA board member at their elementary school and working daily in the classrooms as a teacher’s aid.

Melodee received her B.S. in Business Management at University of Phoenix and is working toward completion of her Paralegal Certificate.

In her spare time, Melodee enjoys spending time with family, traveling, gardening, bike riding and baking.

Contact Melodee

Phone:	650.434.5640
Fax:	650.475.3959
E-mail:	melodee@paradigmcounsel.com
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