Business Problem Solvers with Eric Alspaugh, Episode 06
In this episode of Business Problem Solvers, Eric Alspaugh speaks with Daniel Cooper, partner at Cooper & Huber, LLP, a full-service business law firm. Cooper & Huber provides outside general counsel support, business advisory services, entity formation and estate planning services for individuals and businesses. They specialize in general corporate strategy and contracts with a subspecialty in healthcare and commercial leasing.
Tune in to the episode to hear about:
- Anecdotal Stories and Legal Insights: Daniel shares captivating stories from his litigation experience showcasing legal unpredictability and diverse personalities.
- Early Stage Legal Pitfalls: Daniel stresses proactive legal planning for startups, highlighting pitfalls such as inadequate contracts and preparing for sudden key personnel changes.
- International Transactions and Legal Considerations: Daniel explains the complexities of international business, emphasizing the need for accurate documentation.
- Navigating Legal Services Efficiently: Daniel advises on engaging with legal counsel by being organized, understanding financial implications, and clearly communicating goals to tailor legal assistance effectively.
- Value of Preventative Law Practice: Daniel contrasts reactionary litigation with preventative law, advocating regular legal consultations to address issues early.
Learn more about Daniel Cooper:
- Connect with Daniel Cooper on LinkedIn
- Email: info@chcounsel.com
- Follow Cooper & Huber LLP on LinkedIn
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About Business Problem Solvers:
Welcome to Business Problem Solvers Podcast, where legal insight meets entrepreneurial innovation. Are you a startup founder navigating the complex legal landscape of entrepreneurship? Are you seeking practical advice, actionable strategies, and expert guidance to propel your business forward? Look no further. In each episode of Business Problem Solvers, seasoned attorney Eric Alspaugh takes a deep dive into the intersection of law and business, bringing you insightful interviews with a diverse range of industry experts, thought leaders, and successful entrepreneurs.
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Connect and learn more from your host, Eric Alspaugh:
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Read the entire transcript of this episode:
Introduction to Business Problem Solvers Podcast
Eric Alspaugh: Welcome to Business Problem Solvers Podcast, where legal insight meets entrepreneurial innovation. Are you a startup founder navigating the complex legal landscape of entrepreneurship? Are you seeking practical advice, actionable strategies, and expert guidance to propel your business forward? Look no further.
Eric Allspot is a seasoned attorney. Based in the vibrant startup hub of California. And he’s thrilled to be your host on this exciting journey. In this podcast, we’ll dive deep into the intersection of law and business, bringing you insightful interviews with a diverse range of industry experts, thought leaders, and successful entrepreneurs.
From intellectual property and contract law to corporate governance and regulatory compliance, we’ll cover the essential legal topics that every startup needs to know. Our guests will share their [00:01:00] wisdom, experience, and practical tips to help you navigate legal challenges, seize opportunities, and build a thriving business.
In today’s dynamic marketplace. So whether you’re a seasoned entrepreneur, a budding startup founder, or simply curious about the intersection of law and business, join Eric on business problem solvers podcast, as we explore the legal insights and entrepreneurial inspiration that will fuel your journey to success.
Meet Our Guest: Daniel Cooper
Eric Alspaugh: Hey, welcome Daniel Cooper. Thank you for joining the business problem. solvers podcast. It’s an honor to have you here. I’m interested in getting your insights today on a range of topics. Hopefully it will be entertaining for our listeners. And that people can get some useful information from your 15 plus years of legal [00:02:00] experience.
Uh, your firm is based in Los Angeles, California, and you have practiced, uh, in litigation for over 10 years. And in business transaction for many years and your experience in Los Angeles and and also where I’m based in Orange County, I think will spill over to relevant information for our listeners and I’m grateful to have you on as a guest.
Daniel Cooper: Well, I appreciate always happy to join. And you and I have had the pleasure of working together some, so excited to, to share some war stories.
Eric Alspaugh: Awesome.
Anecdotal Stories and Legal Insights
Eric Alspaugh: And there’s a couple of topics I do want to talk about. Um, I enjoy discussing anecdotal stories and hopefully that can. Parlay into value that listeners can recognize.
Maybe they’ve experienced some things and they can be proactive in recognizing some of [00:03:00] these issues and therefore they’re getting some value. I also wanted to talk about some other things besides just anecdotal stories about business practices in general, in the legal community to help consumers or potential clients understand how How to efficiently engage with a law firm.
and just have, uh, manage their expectations.
Daniel Cooper: Yeah. I mean, absolutely. So obviously you kind of alluded to it. I’m a recovering litigator. So started, I started doing that. And I think anyone who’s, you know, ever had to hire a lawyer, I think you think of these lawyers as these very professional buttoned up suit tie folks.
And, You know, my sort of introduction of the legal practice is when I started in civil litigation is I was showed up at a deposition sat down. I was 25 years old, never been in a deposition before, [00:04:00] even in law school, right? Even as a practice, never had the chance to do that. So 1st week. Told here, go to this deposition and it’s a big case.
There’s 25, 20 lawyers in a big conference room with, because there’s multiple parties, multiple defendants, and I’m just representing one of the parties. And during this course of a highly contentious case, the the lawyer asking the questions and the lawyer defending the deposition kind of got into a heated.
back and forth and they’re questioning. And at one point, the defense lawyer takes out a piece of paper, makes it into a paper airplane and throws it and hits the guy right in the face or in the, in the forehead and knocks him back. And he’s like, you know, I’m like sitting there just with my mouth open.
And I’m like, welcome to the practice of law, right? Is this, is this, Is this what we deal with at the time? And I never experienced that in the next 12 years of litigating, never saw anything like that again. And that was in my first deposition. So I think you would know the one [00:05:00] part I’ve loved about practicing law litigation and now transactional is, you know, you work with so many different industries and people, right?
That you never know. Every day is different. Every matter case transaction is different. And, you know, personally you deal with so many different personalities, both on the legal side, client side. So I think we have a very kind of diverse, interesting practice that, you know, sometimes people think contracts are boring, but this stuff all can be very entertaining.
And there’s lots of good stories out there about various cases and you can be entertained for sure.
Eric Alspaugh: Awesome. That’s a great opener. And, uh, Depositions where the lawyers get into a TIF is Extraordinary, I imagine that’s a great
Daniel Cooper: Yeah The I think people hire attorneys because they’re trying there’s some very smart people that [00:06:00] have to hire lawyers, right?
there’s business sophisticated business owners that Frankly, they could have gone to law school and been very successful and frankly, their creativity and they can issue spot as well as some of the best lawyers out there. So there’s some really helpful clients out there. But I think one thing that gets overlooked is one of the advantages to having an attorney represent you even when you’re a smart, sophisticated business owner is that you’re hopefully able to take some of the emotion out of it.
Right. The lawyers supposed to bear that burden that stress for you so that you don’t have to be emotionally attached to every back and forth communication. But as, as I alluded to, that’s sometimes the lawyers are very personally involved and can get, that’s why these things get contentious and you can have these sort of back and forth things.
So it’s supposed to work like that way. As you know, things don’t always go as planned. And sometimes you have, you know, you got to be willing to roll with the unexpected. Okay.
Eric Alspaugh: Awesome.
Early Stage Legal Pitfalls
Eric Alspaugh: So, [00:07:00] uh, my practice has been primarily with startups and engineer that very early, early stages. And you also work with a range of clients transactionally from early stage to pre revenue.
Revenue capital raises, but the perspective that you bring, what I I call is from with the end in mind, which is the exit, or in your particular case, expertise in seeing where things have gone wrong and then how that plays out in a courtroom. And so you’re able to have the perspective of. I don’t know, reverse engineering all the way back in time to the beginning and seeing where a contract, a communication or something else didn’t line up and might have been the cause.
So can you think of a few of those very early [00:08:00] stage causes that might be relevant to some of our listeners?
Daniel Cooper: Yeah, I’ll give you one. Uh, this is sort of a litigation matter, kind of estate planning, but I, you know, I was involved in a very Interesting case where after this, uh, gentleman had passed away, his estate got sued for something the, the person who died had done during his life.
It was actually a shooting. And, um, that all could have been protected if, if things were done before he had died to protect the estate. And so looking back on it, you’re kind of looking reverse engineering. Should other things have been done to perhaps provide some additional protection with the idea that, hey, this could be coming.
There are people that may want to go after the estate, and then the gentleman’s no longer there in person to defend himself, the person who’s passed away. And so now you’re looking to sort of circumstantial evidence. In order to protect you so, [00:09:00] you know, that’s one of the things where i’m like, wow I wish we had gotten involved earlier because we certainly could have taken steps to maybe get in front of this issue and that that’s often where You know where you see things so much of it to me though is in contracts every transaction if you’re doing a business deal I think You and I have a similar approach is you don’t want to slow down the momentum I think too often lawyers can get in the way and focus on things that really don’t matter.
But I’ve found there’s like two or three clauses that really matter and those could be things like, you know what, I’m going to be a consultant after I sell this business. I’m going to stay on for six months or nine months or a year, but then life happens and circumstances change and they don’t want to stay on the six months anymore.
And so they leave. But no one bothered to put that protection in place to prevent them from leaving or having any recourse if they were a key man or [00:10:00] key woman.
Eric Alspaugh: And they were
Daniel Cooper: really essential to make the business run successfully. And so that, that to me is where time should have been spent in the transactional sort of process that then ended up becoming a big problem, right?
Because someone, Someone dies, someone decides gets a divorce, someone just decides they don’t want to work anymore. And the person who maybe sold them a company was expecting or anticipating, they would be there to help them. So I think we spend, I like to spend a lot of time on what if circumstances change, they often do.
And have we thought through how if they do change, This thing doesn’t become a disaster. There’s still protection in place.
Eric Alspaugh: Great. I love the, the, um, forethought into those contingencies and walking through some hypothetical outcomes that, you know, you kind of surprised me with, um, there was [00:11:00] a shooting and also my client died.
That seems like those are relatively remote kind of outcomes. And most people are, um, Run out of money sooner than expected seems to be more common
Daniel Cooper: Well, the shootings are not expected. I think how you react if you have a credit So it doesn’t have to be a shooting per se it could be there could be a crisis in the family There could be a divorce there could be certain life circumstances business shuts down What do you what do you do now to hopefully once that happens to prevent more bad things from happening?
Whatever those may be on the horizon, right? So, um You You know, you never you could ever fully anticipate these things. I’ll tell you. I mean, when I was a litigator, one of my cases never would have expected. This took me where I had to take depositions in Hong Kong. And and that’s because the family had come here.
They’d gotten medical care [00:12:00] here. They then left. went back to mainland China and ended up filing a lawsuit here. And, but then they moved to, had moved back to China after they got medical care here and then filed lawsuit here. So we had to go to all fly out all the way to Hong Kong as sort of the neutral, uh, so to speak spot to take depositions and, and handle it that way.
So. You know, there’s always unexpected things in a case and a transaction. You know, you never know where you’re going to end up. Right. So
International Transactions and Legal Considerations
Eric Alspaugh: that’s, uh, that actually dovetails with something else that I hadn’t really thought of, which is international transactions and taking those kinds of contingencies, maybe it’s for a business growth reason that that could be planned expansion, or maybe it’s an.
unexpected opportunity or an unexpected [00:13:00] liability that, that comes out of, uh, across foreign jurisdictions. Are there some things that you can do in advance or advising clients? And when’s the right time? Or where is the right place to document what those types of issues could be for international transactions?
Uh, help me, help me understand some of those pre planning or counseling things that you can do with clients.
Daniel Cooper: Yeah, I think, so if we’ve worked with companies that have come from Asia, Europe, um, and they’re, they’re established in those in those foreign jurisdictions, and then they want to come to the United States.
I think relatively speaking, it’s not that hard as a foreign business owner to come to the United States and do business. I think we’re pretty receptive, pretty business friendly, although it differs [00:14:00] by state, obviously, but I think there’s definitely opportunity to come here. I think the most important thing, it’s sort of obvious, Even is that in your whatever the original jurisdiction is the business has to be set up correctly there You know, so the pre planning is can we talk to your you know, can we talk to your Hungarian attorney?
Can we talk to your Swiss lawyer? Can we talk to your French attorney who formed your company and make sure that everything is? You know, you’re good on your tax. Your taxes are set up correctly. You have the equivalent operating agreement or partnership agreement in that jurisdiction so that when, and you have appropriate documentation on who the owners are.
I think you and I know a lot of times people bring on new investors, new owners from where they originally started, And where they two years later, their ownership may not be the same as [00:15:00] when someone launched. So I think having, making sure that those original documents such as ownership documents, having appropriate cap tables, for example, very important as part of our pre count, let’s get that right before we bring you here, because then we don’t want to have to fix two problems.
Right. Got it. Because I think what if that’s if that’s squared away, I think it’s relatively easy here to come form a business with appropriate legal legal counsel to help you. I think it’s especially if someone has a contact in the United States that’s going to be working with them. I think it’s you that you now have some boots on the ground sort of contact and I think it it dovetails very nicely.
Eric Alspaugh: Well that’s that’s good to hear that. Our system is open, receptive, and relatively streamlined. There’s processes that you understand to bring on and shepherd [00:16:00] foreign companies, uh, coming to the U. S. How about for, um, early stage companies here in the U. S.? What are some issues they should be thinking about if they have operations in the U.
S.? Do they need to be worried about foreign jurisdictions or conflicts outside? And the reason I’m thinking of that is a client recently received a, uh, intellectual property infringement letter from a, uh, A company in Europe and this particular client is operating here in the United States and wasn’t aware of this foreign company at all, not sure if the foreign company has assets or really has IP in the United States, and it seemed like it came out of left field, are there things that startup companies should do [00:17:00] routinely or proactively, or is that just.
part of the business. You can’t anticipate everything.
Daniel Cooper: Well, I think it’s a good point. And I think the first thing you have to, to do when you get something like this is a lot of times, and this has actually become a big problem for our clients, whether they’re foreign or based here in the United States is getting these sort of IP infringement letters.
And they’re somewhat of a scam and they’re, they’re asking. So I’m seeing a lot of that where you get this letter, company gets a letter and says, We’re such and such firm and we’re writing to advise you that are, we’re planning to file, uh, you know, trademark protection for XYZ company. And your YXZ company has a very similar sounding name.
And if we do register this, you very well may be prohibited or precluded from using this name, but contact [00:18:00] us and we’ll, we’ll go through it with you. If you hire us, we’ll, we’ll protect your. and give you protection. And then most people we work with are busy. A mile a minute. And so they think that this is legit or they’re not able to, they’re not thinking and they call or they’ll submit something to try to get it resolved.
And then now they’ve done something they really didn’t need to do. So to kind of come back to your original question, you know, we offer outside general counsel services, but I think to me, the number one thing you can do to protect yourself, you’ve got to have ongoing conversations with someone that knows what they’re, that’s up to speed on these things.
So whether that’s your CPA. Um, or your attorney or having, or a business advisor, I think it’s important for business and this is somewhat legal and somewhat just practical is you have to be able to have ongoing discussions about your business where you kind of step out from it, [00:19:00] get out from just doing the actual operations and have a big picture look at it.
And. And see take kind of just get on the off ramp for a moment and make sure that there’s no issue um, just just something to You know consider because I think we get so busy that we we forget. Um, How these things work
Eric Alspaugh: that that reminds me of why I like working with you is because you have such a depth and understanding of just relationships and how people work And you, um, you’ve got contacts and connections in all sorts of industries for what I call a deep bench of, of resources.
Some, maybe their referrals, maybe their business connections, but I think your ability to step back from just the purely legal or [00:20:00] litigation and look at, uh, uh, businesses. position where they’re at in time and space and recognize You need additional resources that aren’t just purely, am I in compliance with California statute, X, Y, Z, you need to speak to professionals that are CPAs or contract licensing experts or other you.
other resources.
Daniel Cooper: Right? I think,
Eric Alspaugh: yeah,
Daniel Cooper: one of the things I, you know, as a litigate, when you’re in litigation, it’s a reactionary practice. And what I mean by that is you don’t have a choice. Someone’s being sued. You have to react. You have to respond. You now have this conflict. I think what we try to do is a preventative law practice, which is Let’s address questions.
Let’s [00:21:00] address issues before they’re really even issues before they’re really ever questions and certainly well before it ever gets anything into a dispute with that could result in litigation. And so that’s part. It’s not just reacting to. Oh, there’s this new law coming out July 1 and there were several that just, you know, that were that are new laws.
But it’s also planning for stuff that could be coming six months for now. So you’re not scrambling as I think you and I have talked about. A lot of people are starting to scramble with the Corporate Transparency Act that is a requirement and, you know, folks that were formed businesses that were formed last prior to this year.
Have until the end of this year, but businesses that are formed this year, have a very short window to get their filing. And if they’re a 2025 business, they’re only going to have 30 days. So that’s a very short window coming. And I think the other thing people are overlooking, so they hear about [00:22:00] these laws, they hear about a filing sort of issue, but there’s, we have a lot of clients that are in real estate that are constantly forming new entities.
Because they’re doing special purpose entities to put a building into and they’re constantly buying and selling buildings. And so this, they always are having to, to be in compliance, they always have to be updating their filings, such as these Corporate Transparency Act filings. And they may think they’re in compliant because they did it right this year, but they may not realize what’s going to change in January of 2025.
I’m always like, just let someone handle it for you. They can. Put together a running list of all your businesses. They can have the deadlines. They file it for you. You keep running your business. But I think even people that think they understand that could get caught because there are nuances and you change ownership.
Now, all of a sudden, it’s not the same thing as maybe what you’re able to do with your other business. [00:23:00]
Eric Alspaugh: Great point. Great point. And yeah, we are experiencing a lot of that with updated laws all the time. In, um, changing gears a little bit and favorite types of industries you get to work with, uh, you mentioned, I think medical malpractice, I don’t know if you did plaintiffs or defense or both, but in the transactional space, and I know you work with a lot of professionals, uh, professional corporations, medical outfits, are there any When you’re onboarding clients, are there any insight that you can give these potential clients to ease that process of meeting and interviewing attorneys or they don’t know what they don’t know?
Navigating Legal Services Efficiently
Eric Alspaugh: What are like two or three kind of ideas that we could give our listeners so that they would feel [00:24:00] comfortable asking an attorney such as yourself and getting interviewed to see if you’re a right match? Is that? Is that how it even works?
Daniel Cooper: Yeah, I think if they’re organized, um, and by organized, I mean, you don’t have to have, be a lawyer or analyze your transaction, but if you, if someone can at least put an order, there are four or five PDFs or documents they want looked at, so we’re not digging through it.
And then, you know, I think there’s a couple key things that we always need to know. It’s like, who’s, how much, if we’re doing a business transaction, how much money is at stake, right? Who are the, who are the, who are the parties? And then what are the goals? And, but when I say what are the goals, I mean, sometimes people have the approach.
They think that what they’re buying a company or doing a deal, that’s so fantastic. [00:25:00] They want it to go through at all costs. And there’s some that are like, no, we’re, we only want it to go through if it’s, if it’s a good deal. So I think understanding like, I want you to make this deal. If, if they tell us a potential client comes in and says, I want this deal to go through, unless you find an absolute disaster that I had red flag that I knew nothing about.
Or they might say, you know what, I’m interested in this. But I’m I want to make sure this is vetted thoroughly. So I need more because then that lets us know All right If someone’s determined to get this to go through it at all costs Then we can scale back what our approach is going to be in terms of legal assistance.
They don’t need much legal assistance They need us to just look for the big big problems Whereas if someone else is like no i’m very concerned But if things check out, I want the deal to go through, then I know that, okay, we want to spend more time and we want to look at some very specific things to make sure this [00:26:00] transaction is what they think it is.
And so I think if folks come in with their goal in mind of where they want to, how they want to end up and how they want to use the lawyer, right? I always tell clients, how do you want to use us? Do you want us, are we there to be, To provide you with some leverage to show the other side that they should take you seriously because you’re backed by legal counsel, you’ve been, you’re showing that you’ve invested some money into the deal because you have someone who’s looking things over.
There’s value in just doing that. Absolutely.
Eric Alspaugh: Just because of the fact that
Daniel Cooper: they know now you have a lawyer. They don’t have to know exactly what the lawyer is doing.
Eric Alspaugh: Sure. Sure.
Daniel Cooper: But I, like I said, I think having, how you want to use the lawyer, tell us how you want to use us. You know, do you want to, you want to use us as, you want to use us as the muscle?
Or do you want to use us as, you know, polite, I mean, we’re, we’re, I think the nice thing about transactional is we’re less conflict. We’re more [00:27:00] collaborative, but that I think as a litigation attorney in the past, I know where potential disputes are. And I don’t mind pointing those things out, like, you know, proceed with caution.
And I’m not, we don’t want our clients to be taken advantage of. So I think also being able to share, like, look, what they’re proposing, Is very industry standard. You’re being provoked. You’re being given a very fair deal. We see these deals all the time. It’s not worth pushing back on that because you may scare them off,
Eric Alspaugh: but
Daniel Cooper: right.
If, but if we know that they’re okay, scaring them off, cause they only want the deal to go through, if it’s a just. Absolutely. Everything falls into place. Then we’re okay. Taking that position.
Eric Alspaugh: Got it. Got it. So that kind of reminds me of a couple of points, which is experience I’ve had as in house counsel and engaging with large law firms to help with business transactions.[00:28:00]
and then getting called, getting called in with the general counsel or a partner at a big outside firm and them bringing on experts for subcategories of international tax, a trademark expert, a copyright expert, and an oil and gas regulatory expert, And having these very detailed involved long conversations where three quarters of the council are billing, but may not be contributing to what the client needs at the particular time.
How does a client, you know, balance having the efficiency of smaller firm direct contact with a partner? versus having a very large firm with experts in everything, but [00:29:00] having to wait to get on their calendar or, um, have the excessive or I call it excessive. Maybe there’s a better word for having four or five attorneys on one phone call when you might only need one or two.
Daniel Cooper: Sure. I mean, I think that’s totally dependent on on the transaction, right? There’s times when It’s it’s such a large deal and there’s so many different moving parts and there’s such an urgency and timing Where it make you need a firm with 25 lawyers to be working on the transaction and and at that point the financials The legal expenses are already sort of no already anticipated they’ve already sort of underwrote those expenses into their transaction costs and They want it done correctly and they frankly want to be able to show You Whoever it is that they need to demonstrate this to.
Maybe it’s investors, their clients, their customers. They took these sort of detailed steps. Most of the work we [00:30:00] involve isn’t going to be something where it requires 30 lawyers, although as outside general counsel. We do get brought in with our, for clients that are using very large law firms. Uh, one thing that, you know, we do is I’ll, we review the legal bills of some of the 10, some of the largest law firms in the country for our clients, because again, they want someone else to know that even though they’re busy, They have someone that’s even protecting them on, on that front.
And when I was litigating, I represented many large hospitals and HMOs and large entities. And, you know, there’s, uh, what, what they would often dictate. So they might hire our firm, but I think clients should understand If you’re transparent and communicate from the beginning, you can dictate a lot of these things like, hey, [00:31:00] I don’t necessarily feel the client, I’m talking from the client’s perspective.
I don’t need three lawyers on this matter. And so if you’re going to have an internal discussion Are you going to charge me for both of those? Those are sorts of questions a client can ask when they’re interviewing An attorney and the reason I bring that up is our very large when we work for large business clients I’m talking some of the largest fortune 500 companies Is they often have all of these big companies 50 page guidelines for their lawyers?
Right, that layout, who can bill, who can do what, how much time can be spent on research, how, now I don’t necessarily think that a smaller client needs to have 50 page guidelines. But I think it’s reasonable to have a general discussion with any attorney they’re considering hiring about how do you staff the case?
Can we do this efficiently? Because a lot [00:32:00] of times, you know, maybe the managing partner or a, or a partner for certain aspects, can we have the paralegal do certain things? Parts or perhaps they want the partner to do everything and that but that’s something that should be discussed in advance So that there can be clear understanding between both client and lawyer About how that’s going to be handled
Eric Alspaugh: Yeah, there’s a uh, I find there’s a mystery of how people engage law firms and how they become consumers of legal services and how they can inadvertently By not understanding, open the door for wide open questions and attorneys are risk averse by nature, can mis, misinterpret what the client’s, uh, want [00:33:00] is or maybe misunderstand the budget and run wild.
checking off all the don’t eat the daisy clauses in a contract and making sure, um, that risks are eliminated, but those risks aren’t really relevant. And so I like to, you know, have educational conversations with my clients and help them become good consumers of legal services. And I think that’s actually what you do by providing outside general counsel Services to clients, you can help leverage every dollar they spend in legal, get a greater return by doing those billing reviews and helping them get their interests aligned and educating them on the appropriate questions to ask those specialists.
Daniel Cooper: Right. I mean, I think every month it shouldn’t be a surprise as to what what’s [00:34:00] being done now. There’s sometimes I think if you’re not a lawyer, it may be hard to understand all the steps to get to the end point of what has to go all the time. I mean, lawyers do spend a lot of time. And, and there is sort of this transaction cost to get to the end point that seems like it should be fairly easy.
But I think that’s where communication so important. I also, I think clients oftentimes just get the bill and they look at the number. And I, I say, you know, one way you can get an update is actually read the entries in the invoice. You know, especially if you have an attorney that’s that’s billing hourly is that should should basically flow or roadmap for you what’s being done.
And then you can use that as a, you know, discussion point for the next month to show, okay, I see what’s being what was the focus this month? Do we, is this, are we focusing on the right things or do we need to slightly tweak it [00:35:00] and spend more time on perhaps another topic that’s more important? Or that they, where they rather would spend their funds and that’s how you can get, I think, better value because there’s no reason, there’s no reason why the client can’t be driving where they want the time and energy spent.
And as, as long as I think the lawyer, there’s nothing unethical about it. There’s nothing, you know, where you’re not overlooking some major issue. I think we want to serve the clients in a way that makes them comfortable if they’re doing a business deal, they’re buying a company, they’re buying a real estate.
I mean, I hope some clients will use me when they’re buying a car, which you wouldn’t think about, but if you’re buying an exotic vehicle, right? Like maybe you want to. It’s not, you know, it’s, it could be a very sizable sum of money.
Eric Alspaugh: Sure. Sure. That’s, that’s interesting. I think maybe that could be a side hustle for you, [00:36:00] which would be a mentoring law firms and helping them create, uh, bills that help the client out in, in creating a roadmap.
I think that’s a great idea. Um, So you, you’ve touched on a couple of different industries. I’m curious, what do you have a favorite industry type to work in?
Daniel Cooper: You know, I, I like them all. I think anything that where the client is interacting with other, other customers or clients, I’ve always found interesting.
So naturally working with physicians. I’ve enjoyed because I’ve defended them in litigation, but now it’s more how can we protect them to avoid that because I know how stressful And how time consuming that is how it takes away from their regular practice And so I do and I do enjoy working with physicians.
I have a lot of friends that are doctors And nurses, you know, we we we I worked with a lot of nurses that want to [00:37:00] start a medical spa or partner with a physician or a clinical director for that. And so I do like, I do like medical entrepreneurs, especially ones that are, you know, with these days telehealth and concierge medicine has become, you know, uh, has really taken off, you know, post COVID.
And so we, you know, oftentimes they want their informed consents looked at, and they just want to make sure their forms are buttoned up, which is, I think, a, Smart move. But so I like the medical clients. I like, I like business owners, uh, in, in all, basically all the trades, but you know, we’ve had clients that own construction companies, fencing companies, wellness marketing.
I mean, it, it runs the, runs the full, full spectrum.
Eric Alspaugh: Awesome. Well, I, you know, I, I’m a medical device guy. And so, um, I enjoy the, the medical technologies, but. I also work in the automotive space and sometimes the software space. And I really enjoy, [00:38:00] um, experiencing the trials and tribulations of different industries to see how there’s differences and that helps me identify.
Uh, issues in the future for my clients by seeing how things different industries are run and you had actually mentioned doing a significant amount of transactions in certain industries so that you can be confident in communicating to clients and saying now, look, this is a standard. This is a standard kind of a term.
If you’re pushing back on this, you’re going to appear. uneducated, that’s going to alert the other side to, um, risks with you as being a potential partner or an exit that’s going to trigger liabilities. Do you have any, any thoughts on that?
Daniel Cooper: I think it’s just so variable, right? Like you just, [00:39:00] I think that’s why it’s just important to talk to a, have a conversation with a attorney.
Like, I think you and I know this, it’s like our contacts are comfortable reaching out to us when they’re even not sure about something. And sometimes just having one minute conversation with someone can put your mind at ease. You know, sometimes it’s, you don’t need a lawyer too. You know, there’s, there’s sometimes that’s the answer.
Eric Alspaugh: Sure. That’s great. And, um, so pivoting directions.
Community Involvement and Personal Interests
Eric Alspaugh: Are there any, what, what interests outside of providing legal services do you have? Are you in involved in any volunteer organizations or community activities that are, that you get value from or enjoy serving in?
Daniel Cooper: Yeah, I’m on the, so I’m on the board of directors for the Long Beach Bar Association.
So, and they, they obviously put on a lot of great events. They do a scholarship dinner, they do a golf tournament. Uh, you know, I’ve enjoyed, I’ve enjoyed, and I like all the lawyers that are on [00:40:00] the board with me. Um, great professionals. So I, you know, I’ve, I’ve devoted my time to that. I’m on a HOA board for a condo.
I association, uh, I kind of view that as community service. It takes up, people realize like, you know, HOA work, being on a board. Is a lot of time and obviously you don’t get compensated for this is a lot of time. But, you know, I enjoy, you know, helping out some fellow homeowners on stuff like that. So I take up that time.
I got my family. So that keeps me busy to obviously coach some little league, do those sorts of things. And, you know, that, that, between that and the practice, you know, my, my day is full. Like I said, I do enjoy, um, I do enjoy being on the, on the Long Beach board. Um, that’s, you know, been a good, been a good, and I’m in some other, Sort of groups where we, you know, get together with people.
So, um, you know, those have been good.
Eric Alspaugh: Awesome. So what about, uh, are you seeing any trends?
AI in the Legal Industry
Eric Alspaugh: I [00:41:00] know we’ve, we’ve discussed some AI and that’s been a topic I’ve been bringing up with my, um, interviewees on this podcast. And do you have any thoughts on AI generative AI general intelligence and how that’s. It’s impacting our industry.
Daniel Cooper: Yeah, I don’t think it’s replaced lawyers yet, but I think it’s become a very valuable and maybe it will in more respects, certain, certain aspects of a law firm. I think where it’s at now and how we use it is it’s a tool to make things more efficient. And so, you know, we use a, my firm uses a service called, it’s called co counsel and it’s essentially like chappy GPT, but it’s.
for lawyers. Now it’s not going to give you legal advice, but it will take a document that could be 50 pages and it’ll summarize it for us and hyperlink to the document. So if a client, and it’ll also create [00:42:00] timelines. So the reason I like this is a client, new client could come in They could give us 15 documents, an Excel spreadsheet, a contract, a letter of intent, five side agreements, but they’re all kind of related to some transaction.
It’s all related. We can stick it in CoCounsel and in five minutes it will create a timeline where it integrates all the different documents, right? So we are using that. Well, clients shouldn’t have to, now, you know, so I think where clients benefit is they shouldn’t have to pay what in the past, Might they might very reasonably be billed four to five hours for the attorneys to go through and summarize these documents because they have to understand the details to maybe do the to do the transaction even if a paralegal is summarizing it and now that can be done essentially in five minutes now someone still has to read the document but now rather than Uh, that’s been created, but rather than spending three hours on a [00:43:00] summary, it’s down to 20 minutes
Eric Alspaugh: to
Daniel Cooper: prepare it and to have a summary that everyone can use, and now you’re able to allocate funds to the things that are more important.
And so absolutely, we’re using a I, you know, like that. I see it coming. I think as it gets smarter, it will do more and more drafting of documents. It’s starting to do that. I know the summaries are here. I know it’s starting to do legal research. I found that it’s helpful as a starting point on a, on a topic.
Uh, it doesn’t always give you the specific answer that perhaps the matter is requires. It may give you, but it will direct the lawyer to some key cases or some key statutes that make it in a much more condensed fashion that make it more time effective than maybe it was even five years ago. So I think as AI [00:44:00] improves, I definitely see it doing people not having to type up letters anymore.
I do see it. It’ll get smarter and smarter typing up letters, doing the summaries. I think it’ll automatically generate and populate, you know, on a business transaction. If you have a bill of sale, you have a stock purchase agreement, you’ve got a consulting agreement, you’ve got a couple exhibits, disclosures, it’ll, you give the information, you give it some prompts, it’ll populate those documents for you.
Eric Alspaugh: And
Daniel Cooper: then I think, you know, that it’s up to the lawyer and the client to maybe just tweak them a little bit. I think that’s all, that’s all coming.
Eric Alspaugh: Yeah, it’s been an exciting time, uh, since CHAT GPT has become, uh, publicly available and I’ve enjoyed using it and some programs like CoCounsel to test and just see what the outer limits are.
And even in the last six months, see [00:45:00] some. improvements, but I, maybe I’m biased, but I don’t see that the legal research from the AI, I think you said it’s close. It’s good, but it can’t supplant a lawyer with No, that’s the
Daniel Cooper: part. That’s, that’s the part of the research, asking it to answer a legal question.
You know, what is the, are you allowed to do this with your medical practice? If this is happening, which is always very specific to the client, it’ll give you some, it’ll give you some, some law, some statute. It doesn’t answer the question yet. Correctly. Uh, it just, it just kind of gives a generic answer.
That’s not, And these answers require specific, a specific recommendation, right? It also doesn’t give you a recommendation that I think you can take, take to someone and say, this is the recommendation. I think it’s, it’s cool. Um, and then [00:46:00] obviously the, I think what it’ll take the longest, if it ever gets there ever is the human element.
In business deals, the emotion, you know, is someone being unreasonable because it’s, you know, the deal is very personal to them. I think that part is always going to be a nuance that I think is very, very hard for AI to override or anticipate where the value in having a live person is still going to be.
necessary. All right. So a little bit of job security, you think? I think for now, you know, I mean, things change, right? So I would never say in, you know, in 10 or 15 years, I think, I think the good lawyers will take advantage of it. And I think really, and I think we all have the responsibility to run successful law firms because it allows us to help more people.
So I do think that really the advantages, I think the firms that are Embrace it. [00:47:00] We’ll be able to help more people because they’re more efficient by using some of these tools.
Eric Alspaugh: Great. Cool. Very, um, insightful on all things legal. Uh, I really appreciate you taking time out of your busy day to, uh, to record this and, and share your thoughts.
Final Thoughts and Contact Information
Eric Alspaugh: Um, do you have any final parting thoughts, uh, for, for entrepreneurs or people who are early stage?
Daniel Cooper: I think it’s. whether it’s a lawyer or another business professional, I think someone who’s in starting a business is You have to rely on other professionals to guide you. It doesn’t have to necessarily be a lawyer, but you know, we, everyone, we specialize in the practice of law accountants are specialized in, in that area, marketing folks specialize in marketing.
You don’t want to try to do it all. And so even if you’re a [00:48:00] startup, leverage your.
Eric Alspaugh: Yeah,
Daniel Cooper: whatever that may be so that you can because there’s a lot of good smart people out there in a variety of industries. Take advantage of that. Um, nothing these days. There’s so many resources and good people out there, you know, take advantage of your network or, you know, a colleague’s network.
To make sure you’re talking to the right people because there’s a lot of people that are happy to want to just see a new business succeed. I’m very pro entrepreneurship and, you know, we can steer a business from making a bad mistake even as a resource by having a 10 minute conversation. That gives us, you know, that’s part of the reason why I went into practicing law and why I enjoy it is the actual ability to help people.
So that’s, It always makes a difference.
Eric Alspaugh: Perfect. And so with that, what’s the, what’s the best way some of our, uh, listeners can get in touch with you at [00:49:00] Cooper and Hoover, uh, through a website or email or phone, what’s the best way to get in touch with you?
Daniel Cooper: Uh, yeah, email or website, uh, you know, our phone number, uh, our, our website is just ch council.
So C H C O U N S E L. com. That has our phone number. Has our email on there. We generally, if someone reaches out, we set up a, we kind of acknowledge that set up a phone call. gather some information, try to make sure we can help. We run conflict checks, obviously, just to make sure we don’t have it represented on the other side, do those sorts of background things.
Um, but they can call us, uh, like I said, numbers on the website as well. Great.
Eric Alspaugh: Well, thank you so much for your time, Danny. Really appreciate you. And, uh, looking forward to seeing what happens over the next few months with Uh, legal industry and, uh, AI and all, all those fun things. Thanks again.
Daniel Cooper: Absolutely.
Thanks for having me, Eric. Appreciate it. [00:50:00]
Eric Alspaugh: Stay tuned for our upcoming episodes, where we’ll cover topics ranging from business formation and fundraising to contracts and compliance. Subscribe now and never miss an episode of business problem solvers. Business problem solvers podcast is proudly brought to you by Eric Alspaugh, PC, providing comprehensive legal solutions for startups and entrepreneurs. Visit our website at www. allspadlaw. com to learn more. Disclaimer. The information provided in this podcast is for educational and informational purposes only and should not be construed as legal advice. Consult with a qualified attorney or legal advisor to address your specific legal needs.
