Category Archive for: Oregon

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Oregon Psilocybin Services Act (Measure 109) Local Jurisdiction Tracker

If you follow Psychedelic Alpha, you might have noticed that Emerge Law Group has been working diligently to produce and continually update the Oregon Psilocybin Services (Measure 109) Local Jurisdiction Tracker.

Under Measure 109, Oregon cities and counties are automatically opted-in to allowing Psilocybin Services within their borders unless they affirmatively opt-out in the November 8 election.

Incorporated city land is subject to city regulation.  Unincorporated land outside of incorporated city limits is subject to county control.  As a result, a county’s vote to opt-out only applies to its unincorporated areas; cities within such counties could choose to remain opted in.

The tracker is following the status of Measure 109 in these jurisdictions, anticipating the outcome of November’s election.

If you have any questions about the Oregon Psilocybin Services Act or any psilocybin or psychedelics law in general, please contact our Psychedelics Industry Group.

 

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The OHA’s Rules Are Out! Next Deep Dive Webinar Scheduled.

On September 1, 2022, the Oregon Health Authority released the second installment of draft rules implementing the Oregon Psilocybin Services Act.  The rules can be found here:  RULES LINK.  This long-awaited event marks a major milestone in the Act’s development period because it brings the anticipated regulations into sharper focus.

As noted in an earlier blog, we postponed our August 2022 “Deep Dive” webinar in anticipation of the draft rules.  And so, without further ado:

Emerge Law Group presents the next installment in its FREE virtual event series “Deep Dive Into the Oregon Psilocybin Services Act“!

Session 8:  OHA Rules (Part 2)

Join us on:

Thursday, September 8, 2022
4:00 pm to 6:00 pm Pacific Daylight Time
via Zoom

REGISTRATION LINK HERE.

We will discuss our “Preliminary Major Takeaways” from the draft rules, and we will be eager to hear everyone else’s feedback on them.  The event will feature Dave Kopilak, Sean Clancy, Kaci Hohmann, Alex Berger, and Corinne Celko from our Psychedelics Industry Group.   As always, we will provide ample time for Q&A with attendees.

In the meantime, if you have any questions concerning the Oregon Psilocybin Services Act or any psilocybin or psychedelics law in general, please contact our Psychedelics Industry Group.

Event Recordings

If you couldn’t make, or would like to revisit, any prior events the video recordings are available on Emerge Law Group’s YouTube Channel.

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Special Announcement Regarding Emerge Law Group’s Next Deep Dive Webinar

Our Psychedelics Industry Group has been holding “Deep Dive” webinars on the last Thursday of each month.  However, we have learned that the next installment of the Oregon Health Authority’s draft rules will be published at some point during the next four weeks, probably in late August or early September.  Each September Rules Advisory Committee (RAC) charged with reviewing and revising each initial OHA draft rule package will be meet 2-3 times between September 12 and September 30, and we are told that the OHA will publish the initial draft rules at least a week before the RACs convene.

Given the importance of the forthcoming rules, we want to hold our next Deep Dive webinar on the draft rules soon (probably a few days) after they are published.  Consequently, we will postpone the August 25th Deep Dive webinar until after the OHA publishes the initial draft rules.  We will announce the date of our next Deep Dive webinar promptly after the OHA publishes the drat rules.

In the meantime, if you have questions concerning the Oregon Psilocybin Services Act or any other laws involving psilocybin, entheogenic plants, or psychedelics in general, please contact attorneys Dave Kopilak, Kathryn Tucker, Sean Clancy, Kaci Hohmann, Alex Berger, Corinne Celko, or Russ Rotondi from our Psychedelics Industry Group.

 

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Dave Kopilak’s Rule Recommendations to the Oregon Heath Authority Regarding IRC Section 280E Issues

The next installment of the Oregon Health Authority’s (“OHA”) draft rules implementing the Oregon Psilocybin Services Act will be published at some point within the next four weeks.  Last month, the OHA solicited rule recommendations from the public.  In response, Emerge Law Group attorney Dave Kopilak made specific recommendations to the OHA that could minimize the adverse effects of Internal Revenue Code Section 280E on psilocybin licensees.   Dave’s recommendations can be found here.  In his comments, Dave refers to Emerge’s recent “Deep Dive” webinar on Entity Organizations and Taxes, which can be found here.

Our Psychedelics Industry Group eagerly anticipates the next installment of the OHA’s draft rules and there will be much to discuss when they are published.

In the meantime, if you have questions concerning the Oregon Psilocybin Services Act or any other laws involving psilocybin, entheogenic plants, or psychedelics in general, please contact attorneys Dave Kopilak, Kathryn Tucker, Sean Clancy, Kaci Hohmann, Alex Berger, Corinne Celko, or Russ Rotondi from our Psychedelics Industry Group.

 

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FREE Virtual Event Series – Deep Dive Into the Oregon Psilocybin Services Act: Mid-Year Update (Session 7)

Emerge Law Group is continuing its FREE virtual event series “Deep Dive Into the Oregon Psilocybin Services Act“!

Session 7:  Measure 109 Mid-Year Update

Join us on:

Thursday, July 28, 2022
4:00 pm to 6:00 pm Pacific Standard Time
via Zoom

REGISTRATION LINK HERE.

For this webinar, we will provide a mid-year update on all things related to the Oregon Psilocybin Services Act, including the Oregon Health Authority’s rules (both adopted and upcoming), local opt-outs, the Higher Education Coordinating Commission, federal law, and various business issues.  The event will feature Emerge Law Group attorneys Dave Kopilak (primary drafter of Oregon Measure 109) and Sean Clancy (member of the Oregon Measure 109 drafting team), and include guest speaker Sam Chapman from the Healing Advocacy Fund.  As always, we will provide ample time for an extended Q&A session with attendees.

Virtual Event Series

Mark your calendars because the virtual event series will recur on the last Thursday of every month in 2022 and will cover a variety of interesting topics related to the implementation of the Oregon Psilocybin Services Act in real time.

The series is FREE and open to anyone interested in learning more about the Act.  We look forward to seeing you there!

In the meantime, if you have questions concerning the Oregon Psilocybin Services Act or any other laws involving psilocybin, entheogenic plants, or psychedelics in general, please contact attorneys Dave Kopilak, Kathryn Tucker, Sean Clancy, Kaci Hohmann, Alex Berger, Corinne Celko, or Russ Rotondi from our Psychedelics Industry Group.

Event Recordings

If you couldn’t make, or would like to revisit, any prior events the video recordings are available on Emerge Law Group’s YouTube Channel.

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Local Governments Get a Second Bite at the Apple (or, in this case, Mushroom)

by: Corinne Celko

In 2020 Oregon became the first state to legalize psilocybin, a psychoactive compound found in certain mushrooms.  Measure 109, known as the Psilocybin Services Act, established a regulated program for adults over the age of 21 to purchase and consume psilocybin at service centers licensed by the Oregon Health Authority and under the supervision of licensed facilitators.  However, though Measure 109 was passed by a majority of Oregon voters, psilocybin services may never be available in certain Oregon cities and counties.  That’s because some cities and counties may place psilocybin business prohibitions on their local ballots for this year’s November 8 election.

Doing so would allow the electors in such jurisdictions to vote on whether or not to opt out of the legalized Psilocybin Services Act program.  As of the date of this post, at least Deschutes, Jackson, Linn, Klamath, Josephine, Crook, Coos, Malheur, Morrow, Umatilla counties have already indicated that they may refer such “opt-out” ordinances to their electors for voting in November’s election.  A county or city has until August 19 to refer an opt-out ordinance to its local elections official to ensure the ordinance can go on the November 8 ballot.

Local governments may see this option as the only way to protect their constituents from the perceived dangers of psychedelic substances in their communities.  But Measure 109 provides cities and counties with other powers to regulate psilocybin services in their jurisdictions and local governments who refer this matter to their electors are simply seeking a second bite at the apple, to opt entirely out of psilocybin just as they could or did with adult-use marijuana.

Cities and counties are entitled to regulate the use of lands within their jurisdiction.  And Measure 109 expressly allows cities and counties to adopt reasonable “time, place, and manner” restrictions for psilocybin-related businesses.  This means that local governments can allow participation in the Psilocybin Services Act program, while still regulating aspects of such uses, such as to ensure the safety of minors and the quiet enjoyment of their communities.  For example, cities and counties can limit the size of production and processing facilities to limit production; they can restrict hours of operation; and they can require buffer distances between psilocybin-related businesses and sensitive uses like playgrounds and parks.  Cities and counties use these types of time, place, and manner restrictions to regulate many uses within their jurisdictions.  These same tools are available now.

Notably, Measure 109, itself, contains restrictions on where licensed psylocibin facilities may locate and how they may operate.  For example, a Psilocybin Service Center (“PSC”) may not be located in an exclusively residential zone within city limits, and it may not be located within 1,000 feet of a school.  Moreover, a consumer must attend a preparation session and must consume the psilocybin under the supervision of a trained and certified facilitator while remaining on the PSC licensed premises.  Further, the Oregon Health Authority (“OHA”), the agency implementing the Psilocybin Services Act program, is preparing rules ranging from product testing standards to training standards for certified facilitators.  OHA will use its expertise in public health and safety to develop safety and efficacy standards for the Psilocybin Services Act program, in addition to local jurisdictions’ time, place, manner restrictions.

Hopefully, cities and counties take time to educate themselves about the Psilocybin Services Act program and opt to regulate psilocybin-related businesses the same way they regulate other land uses – with reasonable time, place, and manner restrictions – without choosing instead to reflexively opt out of psilocybin services altogether.  Opting out would deprive the electors who voted for Measure 109 from the benefit of its services.

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Oregon Beer Franchise Law

By Russell Rotondi, Shareholder

One of the most important relationships a beer supplier or brewery will enter into is with that of its wholesale distributor.  As such, the malt beverage distribution agreement is one of the most important contracts for the brewery and wholesaler alike.  In Oregon, like many other states, this relationship is highly regulated.  But unsuspecting breweries, especially start-ups, are often unaware of the pitfalls of entering into a supplier-wholesaler relationship without understanding the statutory and administrative law that works behind the scenes to the supplier’s disadvantage.

It should be noted at the outset that Oregon law provides that as an exception to its tied-house rules (i.e., prohibition against suppliers, wholesalers or retailers in owning a financial interest in one another), Oregon malt beverage suppliers licensed as a brewery-public house (BP) are allowed to self-distribute up to 7,500 barrels of the beer it brews per year.[2]  For context, of the reporting U.S. breweries in 2021, greater than 92% of them produce fewer than 7,500 barrels of beer per year (one barrel equaling 31,000 gallons).[1]

That said, what if a supplier (of any size) wants to focus on plying its beer-making craft and intends to rely on a third-party wholesaler for its distribution needs?  Unfortunately for suppliers, most U.S. state legislatures have placed their thumb on the scale to create what this author considers to be an unfair advantage to wholesalers with respect to the supplier-wholesaler relationship.

This interventionism from state legislatures was originally justified as protectionism by the state in favor of smaller, local distributors dealing with larger, often multi-state, breweries (e.g., Anheuser-Busch) importing their beer into local jurisdictions and taking advantage of the “little guy.” However, in the beverage industry of 2022, distributors have become the large, often multi-state, operators, and the suppliers are often craft brewery start-ups that would traditionally benefit from such protectionism.  In other words, over the years, the balance of power has shifted one-hundred and eighty (180) degrees.

Alcohol franchise law is the body of state law that serves to govern the relationship between two contracting licensee parties.  In the case of the supplier-wholesaler relationship, it is this author’s opinion that franchise laws often distort the free market relationship to restrict the ability of a brewery to leave its distributor.  Even worse, suppliers are often unaware of the imbalance of power created by franchise law when entering into such relationships.

In Oregon, the relevant statutes are contained in Oregon Revised Statutes (ORS) §§ 474.005-474.115.  Some of the highlights of Oregon’s beer franchise law are as follows:

  • Wholesale distribution agreements must be in writing (ORS § 474.007);
  • Good cause is required for a supplier to terminate, cancel or fail to renew a distribution agreement and distributors have an opportunity to cure and take corrective action for 90 days (ORS § 474. 011);
  • In the event of a termination by supplier that is not for good cause, or in bad faith, the distributor is entitled to compensation from the supplier pursuant to “fair market value” (ORS § 474.011) and the supplier has the burden to prove it acted reasonably (ORS § 474.075);
  • There are limited grounds for supplier to terminate without providing an opportunity to cure (ORS § 474.015);
  • Successors in interest are bound by such agreements (ORS § 475.025) and a supplier may not unreasonably interfere with the transfer of a wholesaler (ORS § 475.045); and
  • The territory of the distribution agreement must be designated in writing and filed with Oregon’s relevant regulatory agency, the Oregon Liquor and Cannabis Commission (OLCC) (ORS § 475.115).

While on its face, the statutory provisions may seem innocuous, but given the generous cure period, the economic consequences of “fair market” compensation, and the totality of statutory protections for the distributor, state alcohol franchise law, and specifically Oregon’s beer franchise law, often serve to grant the distributor indefinite and typically exclusive rights to sell a supplier’s products, no matter the distributor’s performance (good or bad) in the relationship.  This leaves an opening for distributors to abuse the system to the detriment of suppliers.

Before an Oregon brewery enters into a relationship with a third-party wholesale distributor, it should familiarize itself with Oregon’s beer franchise laws and consult an experienced attorney to understand its rights, what material terms are dictated by statute even if contrary to the terms of a written agreement, and what material terms are open for negotiation and on what commercially reasonable terms.

[1] Oregon Revised Statutes (ORS) § 471.200

[2] https://www.ttb.gov/beer/statistics

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Task Force Meets to Discuss the Future of Oregon Cannabis Regulation

Last month a new Oregon task force charged with considering several cannabis-related issues held its first meeting.  The task force, created by a 2021 law, House Bill 3000 (HB 3000), must make recommendations to the Oregon Legislature on, among other things, how to regulate intoxicating cannabinoids, such as delta-8 THC, and “artificially derived cannabinoids,” which include non-intoxicating cannabinoids, such as CBN (cannabinol), both of which can be derived from federally legal hemp rather than federally illegal marijuana.

OLCC recently placed a 21-year-old age limit on sales of “adult cannabis items,” which includes hemp products advertised as intoxicating, that contain more than .5 mg of delta-9 THC, any other THC (such as delta-8 or delta-10), or any amount of “artificially derived cannabinoids” (ADC) whether or not they are intoxicating.  ADC refers roughly to cannabinoids produced from a chemical reaction that changes the molecular structure of the source cannabis.  The age limit applies to OLCC dispensaries and non-OLCC retail outlets alike (though dispensaries may sell such products to card carrying medical marijuana patients 18 and older).

More recently, OLCC implemented significant restrictions on ADC.  As of July 1, 2022, OLCC will outright prohibit Oregon sales of any ADC product – including CBN – outside the OLCC system, such as in grocery or health food stores.  Again, the ban applies to all ADC, even if non-intoxicating.  Within the OLCC-regulated system, OLCC will also ban all non-CBN ADC products starting July 1, 2022, except for edible products and only if the edible manufacturer complies with several new restrictions including, among other things, an OLCC-approved “generally recognized as safe” (GRAS) self-determination or certain similar forms of FDA acknowledgment.  Edible CBN products will be subject to the same standards on and after July 1, 2023.  Some in the cannabis industry consider this a de-facto ban given the costs and difficulty in meeting the new standards.  FDA, for example, has declined to make a GRAS finding on CBD.

At a minimum, HB 3000 also requires the task force to consider the consolidation of administrative functions related to cannabis regulation (which could include consolidation of regulatory power into one agency), prevention of intoxicating hemp products sales to minors, cannabis testing and testing enforcement methods, and interstate commerce and transportation.  The task force must also consider input from cannabis industry members, which would give industry members an excellent opportunity to weigh in on changes to cannabis regulation they’d like to see.  Upcoming meetings have yet to be scheduled, but you can follow the task force, watch future meetings and, get information on how to participate by signing up for OLCC cannabis email alerts.

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FREE Virtual Event Series – Deep Dive Into the Oregon Psilocybin Services Act: Federal Law Issues (Session 5)

Emerge Law Group is continuing its FREE virtual event series “Deep Dive Into the Oregon Psilocybin Services Act“!

Session 5:  Federal Law Issues

Join us on:

Thursday, May 26, 2022
4:00 pm to 6:00 pm Pacific Standard Time
via Zoom

REGISTRATION LINK HERE.

We will take a deep dive into the various federal law issues (both criminal and civil) that psilocybin manufacturers, service center operators, and facilitators will need to consider when organizing and operating their businesses.  The event will feature Emerge Law Group attorneys Dave Kopilak (primary drafter of Oregon Measure 109) and Kathryn Tucker (lead counsel in AIMS, et al v. USDEA, et al), and include guest speakers:  (i) attorney Billy Williams, a partner at Best Best & Krieger and former U.S. attorney for the District of Oregon; (ii) attorney Jodi Avergun, a partner at Cadwalader and former Chief of Staff of the U.S. Drug Enforcement Administration, and (iii) Dr. Rachel Rackow, an Oregon physician specializing in end of life care.  As always, we will provide ample time for an extended Q&A session with attendees.

Virtual Event Series

Mark your calendars because the virtual event series will recur on the last Thursday of every month in 2022 and will cover a variety of interesting topics related to the implementation of the Oregon Psilocybin Services Act in real time.

The series is FREE and open to anyone interested in learning more about the Act.  We look forward to seeing you there!

In the meantime, if you have questions concerning the Oregon Psilocybin Services Act or any other laws involving psilocybin, entheogenic plants, or psychedelics in general, please contact attorneys Dave Kopilak, Kathryn Tucker, Sean Clancy, Kaci Hohmann, Alex Berger, or Corinne Celko  from our Psychedelics Industry Group.

Event Recordings

If you couldn’t make, or would like to revisit, any prior events the video recordings are available on Emerge Law Group’s YouTube Channel.

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Oregon Land Use: The Meanings of Words Matter (and so do dictionaries)

With so many ambiguous and seemingly indecipherable laws, rules, and regulations on the books, how are we supposed to know what they all mean and how to interpret them?  Even in the era of social media, the metaverse, and reddit, courts still turn to the old-school dictionary for help assessing the plain and ordinary meaning of a statutory word or phrase.

Emerge attorneys Corinne Celko and Alex Berger successfully defended a recent appeal to the Oregon Land Use Board of Appeals (“LUBA”) with the help of the dictionary.  Emerge’s client sought to develop an RV Park on land zoned Exclusive Farm Use, with each campsite having its own water and electrical service hookup.  A neighbor opposed the development and claimed that our client violated a rule prohibiting the provision of “[s]eparate sewer, water or electric service hook-ups . . . to individual campsites . . . .”  Emerge devised a plan to have a shared utility hook-up between every two campsites, and Josephine County approved the proposal.  The neighbor appealed the decision to LUBA.

At LUBA, Emerge cited the following dictionary definitions: “separate” means “not shared with another;” “individual” means “intended for one person;” and “hookup” means “a linking of two or more items into an interacting whole.”  Emerge argued that such definitions support their proposition that shared water and electric hookups between more than one campsite complied with the rule.  In its decision favoring Emerge’s client, LUBA agreed that such dictionary definitions support interpreting the rule to mean that individual campsites may not have hookups which are limited to serving the individual campsite, but that shared service hookups are allowed.  Therefore, since a water and electric service hookup would be shared between more than one campsite, LUBA affirmed the county’s decision approving the RV Park.

For more details explaining how courts interpret statutes and rules, you can find LUBA’s full Opinion and Order in this matter here.”

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FRANCHISE LAW

Franchisors

Franchise law is a heavily regulated area of law.  We help clients expand their businesses through franchising and other distribution methods. We have experience in many industries including, restaurants, health, and beauty, alcohol, and cannabis among others. Our representative services include the following:

Franchisees

We also help potential franchisees interested in buying a franchise. We are able to assist with evaluation of franchise opportunities with respect to:

Alternative Structures

However, not all businesses are suited to franchise. We are also experienced with helping clients structure alternative distribution methods to prevent classification as a franchise.

MERGERS AND ACQUISITIONS

Our M&A attorneys are highly experienced in counseling clients who are considering acquisitions or exit strategies.  We have many years of experience handling deals of various types and sizes, ranging from sales of small closely-held business, private companies, and publicly-traded corporations.  We have represented business owners, private equity firms and investment banks in a wide range of industries. 

We have a deep business bench, and Emerge attorneys have handled transactions of all shapes and sizes.  Whether your deal is valued at $100,000 or $100,000,000, our experienced attorneys will guide you through the deal process.

We understand the intensity, technical skill and judgment needed to get deals done, and we provide our clients with timely, practical and cost-effective legal advice.  We are highly capable in all aspects of M&A, including the following:

CANNABIS INDUSTRY

Emerge Law Group is highly experienced in the cannabis industry.  We have helped many clients obtain state licenses and local permits to operate cannabis businesses throughout California, Oregon, and Washington.

Emerge attorneys were instrumental in the drafting and passage of Oregon Measure 91, legalizing marijuana in the State of Oregon, and have represented cannabis businesses well before many law firms were willing to enter the cannabis industry. As a firm that has provided legal services in the cannabis space for many years, we are familiar with the unique and complex issues businesses and individuals face in an emerging and highly regulated industry.

We regularly help clients with:

Cannabis laws and rules are also regularly changing.  Members of our team are dedicated to attending legislative hearings, state agency and local city and county meetings to stay up-to-date on any new changes and how to adjust to any new changes.

See our Cannabis Industry page for more information.

PSYCHEDELICS

There is tremendous excitement about the potential for psychedelic drugs to benefit a wide variety of populations, including terminally ill patients suffering with anxiety and depression. Until recently, psychedelic substances have been accessible only in the illicit market and are illegal under federal and state to manufacture, distribute, or possess. These substances have, since 1970, been treated as having no legitimate medical use, and no commercial application. As such, no one invested in this area or required legal services, outside of the criminal context.

Today, researchers in a multitude of clinical studies are proving the medical safety and efficacy of these medicines, with the objective of changing the treatment of these substances under the Controlled Substances Act. Companies are now actively raising money to develop intellectual property and seize market opportunities associated with psychedelic drugs.

In addition, advocates at the state and local levels are not waiting for the rescheduling of these substances and are active in undertaking efforts to decriminalize these substances and/or make them affirmatively legal under state and/or municipal law. Decriminalization already has occurred in cities including Denver, Oakland, Santa Cruz, and Ann Arbor. Oregon is poised to be the first state to make psilocybin therapy affirmatively legal. Emerge Law Group is working with a wide array of clients pushing forward in this emerging area.

See our Psychedelics Practice Group page for more information.

TAXATION

CORPORATE AND PARTNERSHIP TAX

Businesses of all kinds benefit from a customized but systematic approach to structuring legal relationships. Emerge Law Group helps businesses and business owners with a variety of tax planning matters.

Representative client services include:

ESTATE PLANNING

Estate planning encompasses everything from a will and power of attorney to combined estate and business succession planning. In almost all cases, the purpose of the plan is to help the client protect those they care about most in the event they can no longer be there for them.

Emerge Law Group has experience with a wide range of tools used in estate planning, including wills, trusts, and family business entity planning.

TAX CONTROVERSIES

Emerge Law Group can assist with the resolution of difficult tax controversies. Our areas of emphasis and experience include:

REAL ESTATE TRANSACTIONS

Emerge Law Group assists clients with a wide range of real estate transactional matters.  We regularly help clients with:

LAND USE

Emerge Law Group also assists clients with all aspects of local government land use and development processes, ranging from preliminary property analyses and building permit issues to complex land use reviews and hearings. Our attorneys are experienced in obtaining land use entitlements and development permits for a wide range of uses.

We regularly help clients with:

Above all, we understand the value of working with cities and counties to enhance communities while developing the land to its potential. We strive to create solutions to land use issues that serve to better our clients and the communities in which they live and work.

LITIGATION AND ALTERNATIVE DISPUTE RESOLUTION

The attorneys in Emerge Law Group’s Litigation and Alternative Dispute Resolution practice group litigate commercial, intellectual property, and public interest matters in state and federal courts, as well as private mediation and arbitration proceedings.  Our lawyers have represented national and regional financial institutions, major media, entertainment and technology companies, and other Fortune 500 companies in a broad array of high-stakes disputes.  Our team of litigators has handled leading cases that have shaped the law in cutting-edge business, technology, free speech, and public interest impact lawsuits in trial and the courts of appeal.

We have particular expertise in handling civil litigation and regulatory enforcement matters in the cannabis and psychedelic industries.  While many firms claim expertise in the these industries, few have our depth of experience successfully litigating contract, trademark, partnership, shareholder, land use, and real estate disputes in court and arbitration.  Even fewer firms have our level of experience handling writ of mandate proceedings against the government regulators.

Our litigators practice in California, Oregon, and Washington, but have appeared in state and federal courts nationwide.  Our knowledge of our clients’ businesses, goals and concerns, and our experience litigating at the highest levels, give us unique insight into possible outcomes and pitfalls as we continuously confront issues of new impression.

No matter what the industry, we pride ourselves in achieving our clients’ objectives through efficient and creative solutions primarily designed to avoid disputes in the first place—which is always the best litigation strategy.  Many times, our clients obtain excellent outcomes before or at the earliest stages of litigation because our adversaries quickly recognize the challenges they will face in litigating against us.  When litigation is unavoidable, however, we work hard to provide our clients with both cost-efficient and “big firm” quality representation.

 

INTELLECTUAL PROPERTY

Your intellectual property (or “IP”) strategy can harness your most valuable information and intangible assets including your name, your brand, your designs, your content, your services, and your products — what makes your business stand apart in a competitive world.  We can help you evaluate and build your IP portfolio, then secure it, monetize it, and protect it.

IP encompasses multiple areas of law and different types of information or material.

Our Intellectual Property practice focuses on:

TRADEMARK

Trademarks include names, signs, logos, designs, phrases, slogans, expressions, and sometimes even colors, sounds, or smells that identify or distinguish one business compared to others.  Trademark protection is fundamental in securing your “brand.”

COPYRIGHT

Copyright covers original works of creative authorship fixed in a tangible medium of expression.  This includes literary, dramatic, musical, and artistic works, such as poetry, novels, designs, movies, songs, computer software, and architecture. Copyright does not protect facts, ideas, systems, or methods of operation, although it may protect the way these things are expressed.  Depending upon the type of work, “moral rights” (such as the right of attribution) may be implicated as well.

TRADE SECRET

Trade secret laws can vary somewhat between states, but generally trade secrets cover information, including drawings, cost data, customer lists, formulas, recipes, patterns, compilations, programs, devices, methods, techniques or processes that derive economic value from not being generally known and are the subject of efforts that are “reasonable under the circumstances” to maintain secrecy.

PRIVACY

Depending upon where you live or operate, there is a special patchwork of laws and regulations that protect and regulate personal information.  If you are handling or giving out personal or potentially sensitive information, you may be implicating privacy laws.

PUBLICITY

Publicity rights address the commercial use of an individual’s face, name, image, or likeness.  These rights vary state-to-state.  Marilyn Monroe, for example, lived in multiple states which created complex questions about her publicity rights.

Our Intellectual Property services include:

FINANCIAL INSTITUTIONS

In states where new cannabis banking opportunities exist, Emerge Law Group has the proven expertise in creating canna-banking programs to efficiently capitalize on those opportunities. Our Banking Practice Group specializes in working with banks and credit unions to develop regulatory compliant programs and operational best practices. We also train banking staff to become experts in canna-banking so they can effective understand and manage the risk affiliated with canna-banking.

We regularly help clients with:

EMPLOYMENT LAW

At Emerge Law Group, we recognize that employees are the heart and soul of any successful business.  Our Employment Law Practice Group works with employers to help them effectively manage their workforce, navigate the complex web of federal, state and local employment laws and, if necessary, defend against claims before administrative agencies and in court.

We regularly help clients with:

CORPORATE FINANCE AND SECURITIES

Our corporate finance and securities lawyers are experienced attorneys who have practiced at large law firms, worked as in-house counsel for public companies and investment banks, and owned and operated start-up companies. We work with clients to help achieve their financing goals while safely navigating the highly technical securities law landscape. 

In addition to representing issuers, we also routinely represent institutional and individual investors, including in connection with fund formation and investments.

Our expertise includes:

We have a deep understanding of the financing options available to businesses, including simple unsecured loans, asset-backed financing, convertible debt, common and preferred equity, crowdfunding and various other structures.  We work closely with our clients to understand their business and financing needs, ensure they are prepared to approach investors and choose the right partners, structure and negotiate terms, navigate the due diligence process and successfully close the deal.

COMPLIANCE AND LICENSING

ALCOHOL AND BEVERAGE INDUSTRY

Emerge attorneys have represented businesses in the alcohol and beverage industry, including wineries, breweries, distilleries, restaurants, bars, movie theaters, golf courses, and gas stations.  We can help you vet new locations, acquire existing locations, and apply for the appropriate liquor license.  We also provide training to comply with applicable rules and regulations, prepare operating procedures, submit renewals, and keep clients protected in the event of any potential violations or administrative hearings.

CANNABIS INDUSTRY

Emerge Law Group is highly experienced in the cannabis industry.  We have helped many clients obtain state licenses and local permits to operate cannabis businesses throughout California, Oregon, and Washington.  We regularly help clients with:

Cannabis laws and rules are also regularly changing.  Members of our team are dedicated to attending legislative hearings, state agency and local city and county meetings to stay up-to-date on any new changes and how to adjust to any new changes.

See our Cannabis Industry page for more information.

PSYCHEDELICS INDUSTRY

Emerge Law Group is a leader in the psychedelics industry.  There is tremendous excitement about the potential for psychedelic drugs to benefit a wide variety of populations, including veterans struggling with PTSD and terminally ill patients suffering with anxiety and depression.  Until recently, psychedelic substances have been accessible only in the underground; they are illegal under state and federal law to manufacture, distribute, or possess.  These substances have, since 1970, been treated as having no legitimate medical use, and no commercial application.  As such, businesses have not invested in this area or required legal services, outside of the criminal context.

Today, psychedelics are proceeding toward legalization on multiple paths.  Researchers in a multitude of clinical studies are proving the medical safety and efficacy of these medicines, with the objective of changing the treatment of these substances under the federal Controlled Substances Act, opening legal access to them.  Private and public companies are now actively raising money to develop intellectual property and capitalize on the market opportunities associated with psychedelic drugs.  Opportunities to be early actors in this new arena are tremendous.

See our Psychedelics Practice Group page for more information.

BUSINESS AND CORPORATE

Our business transactions team is made up of highly experienced transactional attorneys who have practiced at large law and accounting firms, worked as in-house counsel for public companies and investment banks, and owned and operated start-up companies. We understand complex legal matters and provide high quality legal services in a cost-effective manner.  Our clients value our experience, knowledge and judgment.

ENTITY FORMATION

Our team routinely advises clients regarding:

CORPORATE GOVERNANCE

Emerge attorneys also advise on-going concerns with: