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Prometheus Legal is a boutique law firm based in Albuquerque, NM. We serve a wide variety of clients, including film production companies, entrepreneurs, small and mid-sized businesses, and established corporations in New Mexico.We are proud to provide creative and cost effective solutions in an interdisciplinary practice addressing business and commercial law, entertainment law, real estate transactions, and alternative dispute resolution.Our clients receive individual attention, reflecting our commitment to personal engagement and investment in your venture's continued and growing success. Contact our office in Albuquerque today to schedule an exploratory consultation.Prometheus Legal • Investment in Your Success. Call 505.243.9213 or email uscmathis_prometheuslegal.com to schedule a free exploratory consultation.Your small business, start-up, or entrepreneurial venture can grow with us into a successful corporation competing in the global marketplace. As your outside corporate counsel, Prometheus Legal commits to making a long-term investment in an evolving and mutually beneficial relationship.We provide individual attention and accountability at the partner level, seeking to protect your vital business interests while minimizing your risk in foreign and domestic transactions.Prometheus Legal, LLC is an invaluable partner in the success of your business or other endeavor. We work hand in hand with our clients from preparation, to development, to the winding down of their project to ensure that all of the potential risks and pitfalls have been recognized and properly managed. We provide sensible and cost effective legal representation through our flat fee billing structure, which allows our clients to budget in advance and avoid surprise legal fees. We will give you the personal attentive service required to achieve your goals and protect your future. Prometheus Legal practices Business Law, Entertainment Law, Estate Planning, Bankruptcy, Real Estate Law, and Alternative Dispute Resolution.

A New Mexico Business and Entertainment Law Firm

© 2011 Prometheus Legal, LLC. No Attorney Client Relationship Established: The information on this website is for general information purposes only. This information is not intended to create, and receipt or viewing of this information does not constitute, an attorney-client relationship.

Practice Areas

Business Law
Entertainment Law
Securities Law
Conflict Resolution

Business Law

Corporate Counsel Graph

New Mexico Business Law Attorney At Prometheus Legal, we have assisted countless businesses with general corporate counsel. Our clients have included:• Commercial Landlords • Real estate developers • Contractors • Manufacturers • Importers • Local franchises • Healthcare companies • Insurance companies • E-commerce• and many more . . .No matter what type or size of business you are involved in, we can assist you with corporate counsel. Mr. Mathis has an extensive background in the exact issues that businesses face. Our firm is always up to date on business law matters and able to efficiently and effectively solve the problems our clients are having. Contact us immediately so that your business needs can be met. General Corporate Counsel NeedsOur firm has successfully assisted clients in the following areas:• Negotiating partnerships • General corporate counsel• Contract formation and review • Insurance coverage issues• Intellectual property matters • Employment and labor law matters• Mergers and Acquisitions• Forming limited liability companies and corporations• Business dissolution and partnership disputes• Transactional issues Our services have proven highly valuable to entrepreneurs and small businesses that require legal counsel. We can help your business address and handle legal needs so that you can become the viable and successful corporation or business that you were meant to be. Many have come to us because they feel they need the legal assistance necessary to meet their goals. We understand how much your business matters to you and we love to see small or large businesses succeed. We always provide personalized service to every one of our business clients because we understand that every corporation or business is different and has a unique set of needs that must be met. Our firm has represented local and national businesses in a wide range of business-related legal issues. We are are well-versed in all areas of business law and are ready to assist you. You may be a business owner, CEO, COO, director, CIO or other leader in your company. No matter your particular needs and the industry you are in, Prometheus Legal can offer you practical advice and honest information that will allow you to make informed choices about retaining legal counsel and moving forward with any specific legal issue related to your company, such as business formation, dissolution, contract disputes, real estate litigation, transactions, venture capital, taking your business public, entertainment and film financing, and more. In any of these or related matters, an attorney at our law firm can guide and protect you and your company when you need it most.Albuquerque Business Management ConsultingDealing with the myriad of legal and financial issues that may arise in operating any type of business, large or small, may cause a number of problems for a business owner. If you would like immediate guidance with a pressing legal issue or ongoing representation as you continue to expand, we can offer you the business and management consulting services you need. We help clients in Albuquerque and throughout New Mexico and will offer you the personalized, knowledgeable direction you need.With the combination of legal knowledge and business consulting experience, you can count on the level of assistance you need in these matters.

Entity Formation Businessmen

Albuquerque Business Formation LawyerThe route you take in regard to forming a business entity may have significant impact on you now and into the future. Business formation may affect personal liability, tax consequences and your profit margin. It is therefore important to consider involving an experienced New Mexico business formation lawyer at Prometheus Legal to assist you in this important matter. Our firm represents businesses in Albuquerque and throughout New Mexico. We can help you in preparing the necessary paperwork to form the business entity that's right for you. Whether you are interested in forming a general partnership, limited liability partnership (LLP), limited liability company (LLC), S corporation, C corporation or professional corporation (PC), an attorney at our offices can guide you through the process of properly forming your business entity. In addition to helping with the actual formation, we can assist you in choosing the business entity that suits your unique needs and concerns. We believe that properly guiding our clients and assisting them in the business formation process will help them prepare for the future, avoiding potential disputes and litigation and therefore helping every aspect of their companies.Business Formation Attorney Serving New Mexico The right choice of business entity can help ensure your bottom line is protected. A lawyer at our firm can help you by offering you straightforward information about the advantages and disadvantages involved with the different types of business entities as well as help you with business and management consulting to help you avoid future problems, build your company and maintain your success. From there, we can guide you through the process of establishing a business formation that works.

Albuquerque Business Formation Lawyer

Contracts

Contracts are a critical aspect in any business, and the careful drafting of these documents can assist business owners in avoiding costly disputes in the future. Preventing future problems and ensuring that if problems do arise that you or your business is protected in the contract is vital. The contracts should outline clearly, and without confusing wording or terms, the remedies that the client has if the contracted firm or individual fails to uphold the terms of the contract. Prometheus Legal provides the skill and experience to draft even the most complex contracts with regard to real estate, leasing, construction, sales and distribution, and confidentiality and non-compete agreements among others.Contract DisputesWe provide legal counsel to our clients that are facing a contract dispute, whether they are accused of violating their contract or when they are in a position in which a contracted individual or business failed to uphold the terms of their agreement. We support clients with skilled legal representation in all types of industries throughout the state of New Mexico. In many cases, the matter can be resolved in a less costly manner through negotiations and dispute resolution techniques. We understand fully how important it is to avoid the costs of litigation whenever possible; when there is no alternative to taking the case to court, your case will be prepared diligently and professionally for presentation.

Albuquerque Contract Lawyer

Asset and Entity Sales No Frame

Selling Your Business: Entity Sale vs. Asset SaleWhen selling a business you have two options: You can opt either for an “entity sale” or an “asset sale.” Making the right choice between the two can help minimize the taxes that you will owe once the sale is complete. In an entity sale, you sell either your shares of corporate stock or your membership interests in an LLC. The business’s assets — equipment, furniture, real estate, inventory, accounts receivables, etc. — continue to be owned by the entity, and the entity owned by the buyer. In an asset sale, your corporation or LLC sells its assets to the buyer and you continue to own the corporate stock or LLC membership interests. In this system, you still own the entity — although it could end up being worthless. The legal distinction between an asset sale and an entity sale is important, because it dictates how you will be taxed and how the buyer will write off the purchase on his or her tax return. Asset sales typically permit buyers to receive depreciation benefits sooner than they would with an entity. On the other hand, as a seller you’ll likely come out better from a tax standpoint by selling the entity, because you’ll be taxed at the low long-term capital gain rate. In an asset sale, your part of the tax bill may be composed at the ordinary, higher income rate. Sellers should be especially wary about using an asset sale for a C corporation, because with them there is risk of double taxation. This discrepancy is often resolved in a compromise between the buyer and seller and is reflected in an adjustment of the selling price or payment terms. If negotiations result in you agreeing to an asset sale, be firm about getting a high price, because you’ll face appreciably higher taxes and liability risks. If you do agree to an asset sale, give careful thought to which assets you’ll sell off with the company. As you prepare for the sale, remove unproductive or nonessential assets from the business. The buyer isn't likely to pay extra for them, and you may be better off selling these assets yourself. Valuable assets such as real estate or equipment, and patents, trademarks, or copyrights that you may want to retain and license back to the buyer can all become an important negotiation point. By retaining some number of the assets, you can lower the purchase price and make the business affordable to more buyers. Also, by retaining real estate from the business you can hold on to rental income for the future and keep open the option of selling it to the buyer — or someone else — later. In the case of a sole proprietorship, you can simply retain ownership of those assets that you want to keep; you won't be taxed on any profits unless and until you sell them. In the case of partnerships and LLCs, the unwanted assets can be distributed to partners or members upon liquidation, though the dissolution of the business may mean that individual partners will have to pay some taxes. And if you’re a corporation and want to remove assets from the business entity, you may have to purchase them at fair market value, with the corporation paying tax on any capital gains. Sellers prefer entity sales over asset sales, because with them any of the company’s unknown liabilities are transferred to the new owner; whereas in an asset sale the liabilities remain with the seller. These liabilities might include contract claims, potential product liability claims, or employee lawsuits resulting from the seller's ownership of the company. These general rules can be altered in the sales contract, but doing so requires careful legal drafting by an attorney. In an asset sale, for instance, the contract can require the buyer to assume certain of the seller’s liabilities. In consideration of the fact that third parties will not be bound by the contract’s terms, the contract may also incorporate escrow arrangements or indemnification clauses that will eliminate some of the buyer's risks. If an important element is left out, general rules will apply.

Asset and Entity Sales

Business Succession Planning No Frame

Your business is your life's work. While most businesses dont survive long after a change in leadership, Prometheus Legal assists its clients in establishing a plan to ensure their business continuation and helps to maximize the return for the founders of the business.Business succession planning is an investment in the future of your business for the owners, employees and clients. Planning is the key to future success for everyone whose efforts have helped the business to grow. The existence of a succession plan emphasizes your commitment to your businesss long-term growth and creates confidence with customers, lenders, employees and key suppliers.The ProcessDeveloping a succession plan is a multi-phase process that begins with the reorganization of equity, updating wills and trusts and reviewing existing insurance policies. Next, Buy Sell Agreements are drafted, compensation procedures are reviewed and an advisory board will be established which will strategize, design and implement employee incentive plans. The process involves the counsel of independent professionals who contribute objectivity, specialized skills and experience. Prometheus Legal maintains close working relationships with some of the most skilled financial planners, accountants, and bankers dedicated to assisting our clients in reaching their retirement goals.Once a succession plan has been established, it is critically important that the completed plan be continually reviewed and updated as circumstances change. Business succession plans outline in detail the who, what, when, why, and how changes in ownership and management are to be executed.Business Preservation and ProtectionBecause each business owners concerns are unique, we create plans that give our clients comfort knowing their business is prepared to adapt to change. Working closely with our clients, we identify goals and objectives, potential pitfalls and develop innovative solutions.Plan for SuccessWealth preservation and protection require an appreciation of the current and future needs of our clients and of those individuals who depend on them. Multi-generational business planning requires cutting-edge legal and tax planning techniques and an appreciation of the human dynamics involved in intra-family matters. Our clients rely on Prometheus Legal to help them make prudent business, financial, and personal decisions.

Albuquerque Business Succession Attorney

Corporate Counsel
Entity Formation
Contracts
Asset and Entity Sales
Business Succession Planning

Prometheus Legal focuses on managing risk for entrepreneurs in every stage of the business life cycle. From pre-formation considerations such as entity selection and tax implications, to the development of new business strategies and the creation of new business relationships, Prometheus Legal provides legal advice, tactics, and options for your business. In addition, we assist with the reorganization of your business, should that become necessary, maximizing your options and helping you emerge stronger and better positioned to take advantage of market opportunities. Furthermore, Prometheus Legal advises and assists with all aspects of succession planning and divestment whether your business needs to quietly wrap up affairs, sell itself to another party, or merge. We also provide complete estate planning focused on the particular needs of business owners who desire to keep their company within the family. Whatever your needs are as todays entrepreneur, Prometheus Legal provides timely advice to ensure that you are protected and prepared both immediately and into the future.

Entertainment Law

Production Counsel No Frame

Prometheus Legal is the one stop resource for companies and individuals wishing to produce films in New Mexico. We have the experience and expertise to guide you from preproduction issues all the way through a distributiond deal. The most important role for an entertainment attorney is his assistance in raising funds for his clients. Receiving investments in your film without the proper documents, filings, and behavior can land you in court and potentially in prison. Prometheus Legal attorneys have the expertise in securities, private equity, and debt financing to ensure that your film is funded properly, legally, and succesfully.

Production Counsel

Film Finance No Frame

Whether you are a producer looking to raise funds for your film, or an investor looking for guidance investing in a motion picture, Prometheus Legal will walk you every step of the way through the muddy waters of private equity. Too often filmmakers rush out and begin to sell units in their film without taking the proper legal steps to safeguard their investors and themselves. One wrong move, and a filmmaker may soon find herself with a cellmate instead of an assistant.

Film Finance

Clearance Procedures

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We Service all 50 States and Worldwide

One Week Turnaround: $400

Rush (three days) $600

Attorney Title Opinion $250

Title Reports

visit www.filmtitlereport.com for more information
Before you can purchase E&O insurance for your film project, you will need a title search, title report, and attorney opinion letter. This is a necessary step in every film project. Prometheus Legal provides affordable, efficient, and professional title reports and opinions so that you can obtain your E&O and move to the next stage in your film project. The process is made up of three steps: the Title Search, Title Report, and Opinion Letter. TITLE SEARCHThe title search involves a comprehensive search of U.S. and Canadian trademark and copyright databases, along with exhaustive searches of various film, music, and print catalogues. We are looking for prior uses of your title in any media, as well as any similar titles which may raise legal issues. The compiled information will be used by Prometheus Legal to develop the Title Report.TITLE REPORTAfter the searching is completed, and the information is compiled, a report is produced which summarizes the search and points out any potential hazards for your title. It also provides you with information about anyone else who may be producing another film with the same title. Although titles are not subject to copyright, they can fall under trademark protection if they have become so ubiquitous that they are indelibly linked to the film. Bridge Over the River Kwai was involved in one of the more famous title disputes. At the end of the day, what matters is that you have to get E&O coverage, and in order to get E&O you will have to obtain a title report.TITLE OPINIONThe Title Opinion Letter is drafted by an experienced attorney who gives his or her opinion as to whether your title is safe to use. Prometheus Legal offers the experience and efficiency necessary to get your title clearance taken care of so you can focus on completing your film.

Production Counsel

Film Finance

Clearance Procedures

For more info, please visit www.nmentertainmentlaw.com
Prometheus Legal is the premiere entertainment law firm in New Mexico. Whether you need production counsel to represent your project from preproduction through distribution, need guidance in raising funds for your film project, or simply need a title report so you can obtain errors and omissions insurance, Prometheus Legal has the experience and expertise to assist you in avoiding common pitfalls that plague the entertainment industry. New Mexico remains the absolutely best place in America to produce independent films

Securities Law

Planning Early Stage Strategic PlanningWe are often called upon to work for entrepreneurs and management teams during the critical period of organization and formation. Prior to your opening day, we can help you with your business plan, providing comments and revisions with a focus on investor expectations. In addition, we can frequently help you understand various financing options (see Private Equity, below), discussing the advantages and disadvantages of each.The founders of a new company also often require us to draft agreements needed to memorialize understandings among founders. Another early-stage strategic planning function of our group is to consider and resolve foreseeable legal, compliance, and human resources challenges prior to opening day

Strategic Planning

Private Equity Private EquityPrometheus Legal has extensive experience with private equity and debt financing transactions. These fall into several categories:•Cradle Equity: Also known as bootstrap funding. This describes the type of financing in which the founders themselves, their families, and friends provide initial capital;•Private equity: Also known as “angel investors,” these third-party accredited investors provide financing in exchange for equity or senior or subordinated debt;•Venture capital: These are professional investors, funds, and institutional investors who provide capital;•Public offerings: This entails the selling of shares to the general public, including non-accredited investors. It does not necessarily entail a listing on a major exchange.Our role is to help you select the most intelligent option for your company, to structure the transaction, and then to draft the documents that will make the investment possible. For angel investors, venture capital firms, and other professional investors, the operative required document is typically a private placement memorandum (PPM). Depending upon your venture, there are often other mission-critical documents.As needed, we can also refer you to accountants, auditors, actuaries, and other professionals whose seals of approval may be necessary to persuade investors in some circumstances. Our experience representing financing sources (e.g., angel investors, venture capitalists, investment bankers, banks, and other lenders) helps us to understand their concerns and needs in structuring and negotiating investments.Debt FinancingWhen it is a viable option, we also can assist you with creatively utilizing commercial bank loans and asset-based loans. Commercial banks are an option for some smaller ventures, and often large ones, if their business is largely asset-based.

Private Equity

Compliance Prometheus Legal will help you comply with the seemingly insurmountable amount of legislation and regulation that applies to certain investment transactions. This includes state Blue-Sky laws, SEC regulation, federal securities legislation, Sarbanes-Oxley, and other challenges.There is no reason to be fined or spend time in prison because you didn't take the time and expense to ensure your capital raising efforts were in full compliance with the law. Prometheus Legal will help.

Compliance

Planning

Private Equity

Compliance

Whether you are launching a new company or taking your existing company to the next level, Prometheus Legal can help with every aspect, from an initial business plan to private placements.

Conflict Resolution

Contract Disputes

New Mexico Business & Contract Dispute Attorney
Handling Contract Disputes in Albuquerque, NMWhen a dispute arises regarding the potential violation of a business contract or its enforceability, it is important to have an aggressive and knowledgeable attorney in your corner to protect your interests. With a Prometheus Legal business attorney to guide you through this important and often complicated process, you have the opportunity to gain a clear understanding of your contractual rights, your remedies and your possible obligations. We welcome you to contact us today for a confidential consultation regarding whatever business or contract dispute you are currently facing.Our law firm provides individual attention and guidance to businesses, corporations, joint ventures, partnerships and other organizations throughout New Mexico. We deal with conflict resolution involving any type of contract, including:•Employment contracts •Real estate contracts •Shareholder contracts •Intellectual property matters •Licensing agreements •Service contracts •Distribution contracts •Sale contracts •Non-compete agreements Regardless of the type of contract or agreement you are currently dealing with, taking the time to discuss the matter with a lawyer experienced with these situations may make all the difference in your ability to appropriately address the matter and reach a resolution that is in your company's best interests. The poor resolution of a contract dispute may place your company at risk and may even place your personal assets in danger. Ensuring you have the full legal protection to which you are rightfully entitled is crucial in the face of any type of dispute or lawsuit involving a business contract. For the protection and guidance you need in this serious matter, contact an Irvine contract Prometheus Legal today.

Partnership Disputes Maintaining healthy communication and relationships within a business or corporate endeavor could not be more important to the success of a company. Unfortunately, many times a dispute will arise either externally or internally. Such matters, when not expediently and fully resolved, can lead to the financial demise of an entity. Since corporate relationships are of such importance, gaining the assistance of Prometheus Legal can be critical to your business's success. We can alleviate a great deal of the stress involved in facilitating an end to conflicts and disagreements.Corporate and business disputes can be draining of your time, energy and resources. No matter the seemingly complex nature of such a disagreement, your legal team can pursue the best course of action towards resolution. Many matters, though they seem virtually impossible to resolve outside of the courtroom, can actually be settled through mediation or other methods of alternative dispute resolution (ADR), saving your company time and money. Whatever your specific needs merit, procuring the counsel of a skilled law firm can allow you to focus on what is most important to you - running a successful business.

Contract Disputes

Partnership Disputes

We all run into situations where we need assistance settling a dispute. Too often, individuals and business wait until a conflict has inflamed to the point that litigation may be the only solutin before they contact an attorney. Prometheus Legal can help you at any stage in the development of our conflict, but the most effective and affordable time to contact us is at the beginning. Conlflict is not always a bad thing. IF handled correctly, it may lead to a clearer picture for moving forward and more understanding betweeen business partners. Whether you need a neutral third party to mediate a dispute, or need individual consultation about the the personal strategy best taken to resolve a dispute, Prometheus Legal will guide you through the process. There are four common stages in a conflict. The conflicy may be resolved at any stage. The last thing mostStage 1 – Pacification. There is an attempt made at pacifying a conflict, otherwise known as a “heart-to-heart” or some sort of method by which one party attempts to address the situation. Usually done by “talking things out,” this step almost always reinforces a relationship by establishing a connection or bond that revolves around trust. It is in this stage that the relationship between the two individuals grow deeper.Stage 2 – Mediation. There may be insufficient communication between the two conflicting individuals; therefore, a third-party mediator may be required to help both individuals address said conflict. This can be via counselor, psychologist, friend, clergy, arbitrator, etc, but it is preferred that mediation be conducted by someone who does not have a vested interest in said relationship. An objective point of view is necessary to help evaluate the conflict, but not place value on either individual’s opinion.Stage 3 – Magnetization. One individual within the conflict changes the situation in such a way that compels the other person to take action. In this stage, ultimatums or interventions may reasonably take place. A drastic action that creates a schism in the relationship will push the resolution in one of two directions. Much in the same way that magnets work, this will either bring the two individuals closer together or tear them apart. In this case, it is safe to say that there is no middle ground.Stage 4 – Destruction. Either one or both individuals choose to destroy the aspect of the relationship that causes conflict. This does not necessarily mean that the two individuals walk away from each other entirely. This stage of conflict resolution highly depends on both of the individual’s emotional quotient. The most emotionally mature individuals may be able to permanently separate their overall relationship from the root of conflict. In this case, the conflict is resolved but the relationship (either actualized or imagined) remains intact.Key Messages About ConflictConflict is neither good nor badConflict is inevitableConflict does not have to result in winners and losersIn conflict both parties tend to believe that their opinion is factToo often both parties see themselves as innocent victims who represent the side of truth and fairnessToo often both parties perceive all destructive acts carried out by others completely blind to identical acts carried out by self or those on ‘my’ side.

Attorney Profile

Chad Mathis, JD

Chad Mathis is a founding member of Prometheus Legal. Mr. Mathis focuses on advising small to medium size business owners and entertainment industry professionals from across the United States and the world. His practice is geared toward preventing legal problems for his clients through insightful and creative advance legal planning. He earned his undergraduate degree in English, History, and Music Performance from Texas Tech University in Lubbock, Texas. After a successful music and business career, Mr. Mathis returned to higher education and received his Juris Doctor from DePaul University College of Law in Chicago, Illinois. He has also studied international trade and finance in Beijing and Shanghai, China.In addition to business and entertainment law, Mr. Mathis practices immigration law. He helps married and engaged couples from all over the world navigate the American immigration system and join each other in the United States. His wife, Laura, is a Canadian citizen and a permanent resident alien of the United States, so he has personally experienced the process. Mr. Mathis also assists clients with personal bankruptcy and business reorganization, and provides estate planning for small to mid size business owners.

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