Corrections or additions?
Help for Young Hi-Techs
This article was published in U.S. 1 Newspaper on February 10, 1999.
An emerging company needs legal advice on a regular
basis, but does not desire comprehensive `Cadillac’ legal service
on every contract, dispute resolution, or legal advisory function,"
says Steven M. Cohen, a partner at Morgan, Lewis, & Bockius
LLP. "The management of an emerging company must prioritize the
company’s business goals and communicate those goals to the company’s
Cohen, who manages the emerging business practice at the firm’s Carnegie
Center office, points out the common issues legal advisors should
identify to an emerging company’s management at the outset of the
are always looking for companies with an edge. Patented technology
can often provide the edge to differentiate a company from current
and potential competitors. Written agreements with employees specifying
that their work product belongs to the company is essential. Particularly
for technology companies, protecting intellectual property is a top
of the first items a lawyer should look at is a company’s core, everyday
form of business contracts. More civil disputes involving emerging
companies arise out of ambiguity in the terms of these agreements
than an absolute failure of one party to perform. The failure to include
a liability limitation clause in an agreement can cause a simple employee
mistake to bankrupt a company.
of a clear written understanding among the owners of an emerging company
can turn a death, divorce, or departure of an owner into a very expensive
experience that can destroy a company.
employment practices become increasingly important. A company can
limit much of its potential exposure by specifying in writing to employees
that they are employees at will who can be terminated by the company
at any time for any or no reason, as long as it is not an illegal
reason. Legal advisors should be able to advise a company as to which
anti-discrimination and other employment statutes apply to it, particularly
as the number of employees increases.
Lawyers serving emerging companies, says Cohen, should consider several
strategies to give the young company the most bang for the buck:
simply turns a contract or issue over to counsel with instructions
to "handle it" without further instructions, lawyers have
been trained to identify all of the potential risks and liabilities
and to take the time to draft and negotiate each of these concerns.
While this may be the appropriate role in certain situations, for
a fraction of the cost lawyers could simply identify issues for the
business people and draft revised language only for the items required
to be changed.
is its ability to move more swiftly and less expensively than its
more established competitor. When making business decisions, management
needs counsel to advise them regarding key legal issues and potential
pitfalls, as well as to point out areas which require clarification
to avoid a future costly dispute. A reply from legal counsel within
one or two business days can give the emerging company the advantage
it needs to negotiate the best business deal for the company.
problems can be communicated in a phone call with a company manager
at the beginning of a project or dispute. Legal representation becomes
ineffective if a company manager is too worried about the cost of
a call or frustrated by lack of responsiveness to previous calls to
provide the facts that lead to sound legal advice.
encrypted E-mail now allow for immediate communication, allowing the
company to complete the sometimes time-consuming negotiations and
finalization of documentation at minimal cost.
A lot of good technology that is being developed does
not make it to the marketplace, says Susan Caputo. "In the
path of commercialization it gets lost along the way." Her new
firm, New Technology Horizons LLC, based in Dayton, focuses on advancing
new technologies in the marketplace by aligning small, technology-rich
entrepreneurial-driven companies with major corporations.
"I think I am filling a void," says Caputo. "There is
great technology out there and major corporations with the resources
to utilize them." Caputo graduated from Rider University in 1986,
and went to work for the Manhattan advertising firm, Bozell. She shifted
briefly to the brokerage industry, and then returned to advertising
by joining Crawford Fenton, the Somerville-based advertising agency,
where she did new business development and business to business advertising.
In 1993 Caputo joined Technology Management and Funding (TMF) on State
Road, a company that provides alternative methods to commercialize
business technology. She ran the marketing department, and established
the company’s public relations initiatives. Caputo also worked in
the admissions area and at corporate partnering. She then served as
manager of the Technology Help Desk at 100 Jersey Avenue, where she
counseled start-up businesses.
Susan Caputo and her husband, Steven Caputo — also in the
entrepreneurial consulting field — have two children under four
years old. She founded New Technology Horizons earlier this year (732-274-1947;
fax, 732-274-1948, E-mail: firstname.lastname@example.org.
New Technology Horizons provides management services to entrepreneurs
with good technology who cannot afford these services otherwise, says
Caputo, who helps file patents, makes sure the technology is protected
and demonstrable, and helps form strategic alliances with major corporations.
"In small companies, the CEO is responsible for everything from
developing technology to changing the light bulb," says Caputo,
"and they do not focus enough on the marketing side. Developing
and marketing must be done simultaneously." While the companies
concentrate on developing technology, Caputo says her job is to get
attention for them.
Caputo seeks to present the small company as a business opportunity
for major corporations. The first step is to package the small company
in the way the big company wants to see it, says Caputo. The next
step is finding the right corporate partner for the company, getting
into the door, and building a relationship so that both companies
get what they need. And finally, getting local and national media
attention. "What I offer is very unique out there in the industry,"
says Caputo. "I offer the three components, marketing, business
development, and the public relations, in one."
Caputo believes, as the name of her company denotes, that there is
a lot of new and great technology on the horizon. "I am good at
building relationships and managing them. I find out what companies
need, and make sure both companies are happy," says Caputo. "And
I have fun doing it as well."
— Teena Chandy
For Young Firms
Before you can convince an investor or lender to finance
your growth, you need a business plan founded on a solid business
strategy, says Lisa M. Hines, president of Business Plan Concepts
"Your business plan must demonstrate the strength of your market
opportunity and the potential for financial success. It must speak
directly to the issues of interest to investors or lenders."
A successful business plan, says Hines, should clearly convey:
he or she will be most interested in.
concisely, conveys all the important features of your business.
know how to reach it.
back up your claims.
some form of competition.
in the presentation.
along and get to those sections that interest him or her the most.
a good writer, a professional writer, or an advisor — review the
document for grammar, spelling, clarity, and organization. The quickest
way to create a negative impression is to present a business plan
full of errors.
Planner, a workbook and matching spreadsheet template diskette that
sells for $10. Call 609-586-4800, extension 3469, or mail remittance
to: MCCC-SBDC, Box B, Trenton 08690. Add $5 if you are requesting
it by mail.
Simply building the best mousetrap no longer guarantees
instant success in today’s market. You have to make certain that your
advertising speaks directly to the mouse-hunting public — in words
they can immediately relate to — or even the finest mousetrap
will fail to find its niche. "The fact is, virtually all major
products are good products," says Rudy Nardelli, "because
bad products simply don’t survive in the market place. But better
doesn’t guarantee success, because `better’ is based on buyer perception,
and perception is heavily determined by communications."
Nardelli is one of three industry experts speaking on "Developing
a Strategic Marketing Plan" in a presentation for the Sales &
Marketing Peer Track of the New Jersey Technology Council (NJTC) on
Tuesday, February 16, at 8:30 a.m., at Dialogic Corporation, 1515
Route 10, Parsippany. Cost: $30. Call 609-452-1010.
Bob Hinkle, director of product marketing for Dialogic, will
talk about how to identify company strengths while developing a strategic
Charlie Decker of Decker Research Associates,
will discuss some specific considerations when using research in the
Nardelli majored in marketing at New York University (Class of 1964)
and served more than 25 years in senior ad agency account management
and as department head in marketing and research. He was on the original
team for the I Love New York campaign, and worked for such agencies
as McCann Erickson, Ogilvy, and Wells (now WWT). As a marketing consultant
his assignments have included work in publishing online media (America
Online), new media (Healthcare Satellite Broadcasting), and promotion.
He believes that the bottom line for even the best and most realistic
strategic marketing plans won’t be realized unless the advertising
developed as the final "creative translation" of that plan
follows some very basic principals.
When you are laying out the elements of your strategic plan, he advises,
don’t concentrate solely on your product’s attributes. "Although
the strategic plan is based on a product’s reality — its demos,
its trends, its strengths, its weaknesses — the creative translation
of that plan is not necessarily based on that. It’s based, instead,
on the prospect’s perception of the product." The perception may
have less to do with the product’s attributes than on how customers
perceive its strengths. "Reflect how your prospects perceive those
Many businesses, he believes, undervalue the competitive edge generated
by effective communication. He says it is a measurable advantage.
"A 500 percent advantage is reasonable when you get into print
ad readership scores," he says. "The difference between the
best read and the least read ad in any particular publication is incredible,
actually 2,500 percent, with a practical range of 500 percent. Clearly,
advertisers who can focus on the factors that get an ad read have
an incredibly higher chance of getting a much more productive return
on the same investment."
Use common sense rules: "You get readership by being informative,
believable, relevant, clear. How many times have you seen an ad and
asked, `What the hell are they selling?’"
total attention the average reader gives to an ad is given to the
headline and illustration.
needs or concerns succinctly can be a winner.
more informative, more compelling than other ads?
Some common problems Nardelli observes in a random survey of current
buried — in the copy.
aren’t spending time reading through things they don’t understand.
is terrible in business because it doesn’t make you more favorably
disposed to buy a product. In the Super Bowl, for example, so many
of the commercials were just entertaining. But when you try to bottom
line it, I’m not sure that many of these commercials were able to
make new people want to buy the product. This is where you get into
understanding the perception of the product."
— Tricia Fagan
Corrections or additions?
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