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Tag: Transactional Law Clinics

Amanda Kool On Solving America’s Rural Justice Gap

Via Law360 

By: RJ Vogt

Amanda Kool left her dream job at Harvard Law School to tackle America’s rural access to justice gap from Bracken County, Kentucky.

Amanda Kool remembers listening to her law school peers describe their “average middle class” backgrounds during icebreaker sessions at the beginning of her first year.

“My mom lived in the trailer park and my dad did transient farm work and other side businesses,” said Kool, who grew up in rural Kentucky. “I was like, wait, was that not middle class?”

The moment was just one of the many times Kool has noticed the rural-urban divide that permeates the legal community.

She knows the chasm well, having grown up and gone to college in Kentucky before attending law school at Northeastern University, working in the corporate sector at Nixon Peabody LLP and spending five years running the Community Enterprise Project, a clinical program at Harvard Law School.

While at Harvard, she helped shift the clinic’s focus from primarily serving tech startups to serving more small, local community enterprises that needed help with business, finance and other transactional legal matters.

The post also gave her the opportunity and the platform to research more about the access to justice gap that the rural-urban divide can exacerbate in places like her home state.

The research and the project combined to convince Kool to give up her “dream job” and go back to Kentucky, where she could have a greater impact.

Now, she and her family have traded city life for a house and a yard in Bracken County, population 8,000, big-box retailers 0. As director of legal operations at the Lexington-based Commonwealth Commercialization Center, she’s applying her experiences in Boston to a statewide $1.2 million-plus project that aims to use Kentucky law schools to pair high quality legal services with local businesses.

She’s also helped start the Alliance for Lawyers and Rural America, an initiative geared toward facilitating conversations, ideas, information and resources at the intersection of law and rurality.

Law360 caught up with Kool at the Equal Justice Conference in May, hosted in Louisville by the American Bar Association and National Legal Aid and Defenders Association. She described how moving to rural America can be a key step in providing access to legal services where it’s needed most.

You’ve said your new project in Kentucky stems from some of the work you did at Harvard’s Community Enterprise Project. What’s the connection?

Back in the mid-’90s, Harvard Law School had put together a program called the Community Enterprise Project to help people start small businesses and nonprofit organizations.

It was located out in the community at the Legal Services Center in Jamaica Plain, but in the late 2000s they brought it back to campus — in Harvard Square essentially. When I came on board in 2012, the Community Enterprise Project was rebranded as the Transactional Law Clinic. Instead of mom-and-pop businesses, low-income people, communities of color, immigrants … it was more high-tech startup types.

That work was really relevant to our students, who were going on to work at large firms in New York. But there was this entire other set of needs and people that wasn’t being served because we were no longer in those communities — and they were not getting onto train lines to come to us at campus.

I started to find these students who were social justice-minded and transactionally-minded. I started exploring more about worker cooperatives and community land trusts. We started going back to the community again: one day a week, and then it was two, and over time we built this program with a waiting list and a reputation.

What’s an example of one of the community projects that grew out of the law clinic?

The first one came along kind of organically: we called it the Food Truck Project. It was right after the city of Boston had permitted food trucks for the first time and said, you know, “we’d like to have more of these.” The city worked with Harvard’s Food Law and Policy Clinic and came up with a permitting regime.

And our clinic just naturally started seeing people saying, “I’m going to start a food truck, will you help me form an entity? Will you help me register my trademark?”

I said, well, these people have all of these other needs, too. They need to maybe finance the truck. They need to get the truck inspected. They need to have a relationship with the commissary kitchen.

What if we connected with all of those people and put together a toolkit and a training program that was like Food Trucks 101, with all the legal stuff you need to know in one place?

What made you think about going back to Kentucky?

There were certain hurdles. It’s really hard for me to help grow my clients’ business when someone just bought their building and wants to triple their rent, right? And because I come from here [Kentucky], I’m always thinking about what’s happening in other places — here, people are seeing things like falling property values as a bad thing. Where I was sitting, I saw it as an opportunity.

Secondly, I was working in a place where transactional legal services were available, basically, across the spectrum: there were clinics like mine, law firms getting involved, incubators … and I was looking at my home state of Kentucky and saying, “we have one pro bono transactional services provider in the entire state?”

And then, being at a law school, I had connected with a number of students at Harvard Law School, especially in the wake of the election, who were very catalyzed by the justice gap and access to justice. When you don’t have access to a system that works for you, you kind of pull away from that system and you no longer even see yourself as a part of it.

There was only so long I could sit in a place like Cambridge, Massachusetts, and say “people should go practice in rural places” before it was time for me to do it.

How is it different, doing what you do at the CCC in Kentucky as compared to what you did at Harvard, in Boston?

In the city, entrepreneurship is not necessarily economic development. Whereas in Kentucky, those things are much more closely aligned, which is why I’m attracted to it.

And when we talked about doing that as a state, it took me a matter of two to three months to be talking in person with the Kentucky Bar Association, with the people at law firms doing this work, with the heads of the three law schools, etc.

Within the first four months in my job, we were all sitting at the same table talking about how we work together as a state. There were three law schools talking about how they develop programming that all of their law students can enroll in and participate in together.

You can’t pull that off in other markets.

What would you say to other people who might consider working on access to justice in a rural area?

If you are a creative, innovative or proactive thinker, rural communities are for you. There’s so much room for really creative, exciting stuff to happen. You can’t invest in the city is as well as you can in rural places.

I loved Boston. I loved Harvard Law School — wouldn’t change a thing. But I’m so glad to be here. I’m not going anywhere.

How Practicing Entertainment Law in TLC Made Me a Better Lawyer

Iain McCarvell, LL.M .‘19

By: Iain McCavill LL.M. ’19

The Transactional Law Clinic was one of the most useful, necessary, and enriching courses I took at Harvard Law School. I chose to focus my clinical work in entertainment law. My interest in entertainment law stemmed from my six-year journey as a musician and manager of a touring rock band. The Transactional Law Clinic represented my first opportunity to work in the entertainment industry since 2015 when I traded in practicing music for practicing law by applying to law school. I enrolled in the Transactional Law Clinic because I wanted to learn more about how the entertainment industry works, to understand the types of deals done, and to learn about the legal language used in showbiz agreements. While I learned a lot about those things, what I learned most was how to be a better lawyer.

I learned that my desire to understand the industry, the deals, and the applicable law was vital but myopic. The Transactional Law Clinic helped me discover that in my eagerness to master the legally salient aspects of my chosen profession, I had forgotten about the most important thing: the client – the human being whose legal issues I was being trained to resolve. From the initial client interview to eventual case resolution and beyond, I learned how important it is to be curious, to discover what makes the client tick, and to discover what the client cares about beyond the immediate legal issue at hand. I found out that the more I learned about the person I represented, the better I was able to advocate on their behalf.

Another thing I gained from the Transactional Law Clinic was the opportunity to bump into ethical issues in a controlled environment. As a law student, I did not have a full appreciation for the ubiquity and frequency with which ethical issues arise in everyday practice. Learning the theory behind the Rules of Professional Conduct is a different thing altogether from actually handling ethical issues as they arise. The Transactional Law Clinic gave me the opportunity to spot, consider, and address these issues in real time.

It would be remiss of me to not mention the humbling quality of my classmates in the Transactional Law Clinic. Whether through in-class discussions, attendance at the clinic each day, or trips to the Harvard Innovation Lab, I learned a lot from them and made some lasting bonds.

As a 2019 Harvard LL.M and a 2018 J.D. graduate of a small underfunded Canadian law school (go UNB!), the Transactional Law Clinic was my first opportunity to work in a practical setting under the guidance of experienced lawyers who were themselves not captives of the billable hour. This environment allowed the clinic’s supervising attorneys to provide helpful feedback and support throughout the semester. With this tremendous guidance, I developed important skills related to interviewing clients, case management, negotiating, and communicating better with clients and related third parties. And one more thing: if, like me, you ever thought it was absurd that many law students graduate from law school without ever actually seeing a contract, then you probably should have signed up for the Transactional Law Clinic.

Community Enterprise Project Participates in Boston Ujima Project’s Citywide Assembly

Boston Ujima Project citywide assembly, October 6th – October 7th 2018

By: Samy Rais

Over Indigenous Peoples’ Day weekend, more than a hundred community members, business owners and activists assembled to celebrate and participate in the Boston Ujima Project’s second official citywide assembly. The Ujima Project was founded in 2017 with the mission to create a new community-controlled economy in Greater Boston, initially focusing on[1]:

  1. Good Business Certification and Alliance: establishing community standards (and supporting businesses) that consider business practices like living wages, Criminal Offender Record Information (CORI)-friendly hiring, local purchasing, environmental impact and affordability.


  1. Community Capital Fund: pooling savings and investments to engage in participatory budgeting to meet the enterprise, housing and consumer needs of the community. The fund will be democratically governed by historically divested communities, giving every member an equal vote on the fund’s investment priorities, loans and equity transactions.


  1. Worker Services Network: growing employee satisfaction and security by organizing human resource programs.


  1. Alternative Local Currencies: establishing alternative local currencies (like time banking) that would allow members to trade their skills and labor and incentivize circulation of resources within the community.


  1. Anchor Institution Advocacy: building community power and advancing campaigns for the City, State and large nonprofits to direct investment, subsidy and procurement dollars to Ujima’s network of certified good businesses and developers.


Since early 2016, the Community Enterprise Project (CEP) of Harvard’s Transactional Law Clinics has been supporting the Ujima Project’s inception and community-driven mission. CEP students have provided the Ujima Project with legal analysis on various transactional matters, namely corporate and nonprofit law, corporate governance structures, 1940 Investment Company Act and securities laws implications, consumer protection laws, and secured transactions. These areas of law are customarily associated with the law firm-world, but are a critical need in the public interest space. Currently, CEP students are building on work completed last semester by helping to finalize the initial documents for the Ujima Project’s Community Capital Fund to begin making investments in community-supported businesses.

As part of CEP’s support of the Ujima Project, I attended the citywide assembly with CEP director and clinical instructor, Carlos Teuscher. CEP’s attendance at the citywide assembly had two purposes: first, in following the community and movement lawyering approach, CEP believes in supporting organizations that are working to dismantle and radically restructure current systems of law and power, and it is essential to be present in order to be in solidarity with such movements; and second, it was critical to hear the voices of the community that the Ujima Project was supporting and are the most impacted, in order to effectively prepare the Ujima Project’s Community Capital Fund loan documents.

As mentioned above, the Ujima Project is creating the first-of-its-kind investment fund that is controlled by the community. While my involvement in transactional cases generally consists of undertaking legal research, drafting contracts, or forming a legal entity, it was obvious from the start that working with the Ujima Project was going to be different. Because of its community-driven approach, as its legal counsel, we need to ensure that the Ujima Project’s legal documents are able to adapt to its members’ ideas, struggles and demands, no matter how unconventional.

In that sense, the Ujima Project is both a unique project and a large-scale illustration of recurrent challenges in our work at CEP. This semester, student advocates in CEP have been advising several groups looking to form worker cooperatives in Greater Boston, which, like the Ujima Project, require democratic voting. By giving workers collective ownership in their business, worker cooperatives enable collaborative entrepreneurship and help tackle many of the issues poverty lawyers interact with on a day-to-day basis – wage-and-hour violations, health and environmental issues, immigration, criminal justice, and many others. As with the case in the Ujima Project, we need to ensure that the voices of all the members in the cooperative (undocumented/documented, low-wage workers/management, reentering citizens, etc.) are heard and reflected. At the same time, it is challenging to balance the need for urgency in the day-to-day operations and democratic management.

As we pass the mid-point of the semester, I am excited to have been able to interact with communities experimenting with and implementing alternative economic models. As an aspiring lawyer, I have appreciated the need to better understand the community you work for and their needs. Further, as a foreign student at Harvard Law School for the semester, I discovered communities in the United States, who, although being disadvantaged, gather and spare no effort or ingenuity to fight and overcome the systemic struggles they face.

[1]Ujima Concept Paper available at

Transactional Law Clinics Welcome New Clinical Instructor Noel Roycroft

Noel Roycroft joined the Transactional Law Clinics of Harvard Law School as a Clinical Instructor in  August 2018.  Before coming to Harvard, Noel was an associate in the corporate department of Ropes & Gray, LLP and a member of the firm’s asset management group where she focused her practice on representing investment products, their boards, and managers in transactional, regulatory, and compliance matters. Noel was also previously a fellow and associate counsel with the national office of the Lawyers’ Committee for Civil Rights Under Law. Prior to gaining her law degree, Noel worked in the Massachusetts House of Representatives, where she was Chief of Staff to a Committee Chair and State Representative. Noel received her B.A. from Bowdoin College, graduate certificate in non-profit management from Northeastern University, and J.D. from American University’s Washington College of Law.

Welcome Noel!

Making Change: A Harvard Law School clinic helps the homeless earn a living

Via Harvard Law Today

Making Change: A Harvard Law School clinic helps the homeless earn a living (video)


“My Clinic experience affirmed my desire to be a transactional attorney and helped prepare me for practice after graduation.”

By Asheley Walker, J.D. ’17

Asheley Walker, J.D. '17

Asheley Walker, J.D. ’17

I enrolled in the Transactional Law Clinics primarily because I wanted practical legal experience. I came to law school knowing I wanted to be a transactional attorney, but few, if any, of my classes gave me much insight into what it would be like to practice transactional law. I also wanted to work directly with clients. I worked in sales for startups and larger technology companies before law school, and I missed regular interaction with clients, including learning about their businesses, identifying how I could create value for them, and becoming a trusted advisor, not just a salesperson.

My experience in the Clinic delivered on both of those points. Because the Clinic operates like a small law firm, I interacted with clients directly and managed my own caseload of four to five clients each semester. While the learning curve for substantive issues was steep at times, I enjoyed the challenge and received more than adequate support from the Clinic. I researched legal issues independently, bounced ideas off of other student advocates, and discussed conclusions and lingering questions with my supervising attorney to get feedback before presenting my findings to the client.

I worked on a wide range of transactional issues during my two semesters in the Clinic. I counseled clients in choosing the right entity form for their business and goals, formed for-profit and nonprofit LLCs and corporations, drafted bylaws, and educated clients as to their ongoing corporate formalities requirements. Unexpectedly, I became somewhat of an expert about the eligibility requirements and application process for tax-exempt status, and I plan to harness that knowledge and experience in the pro bono work I do going forward. I spent the majority of my time drafting contracts, including privacy policies, terms of service, service agreements, and commercial real estate leases. I discovered that I love the jigsaw puzzle-like nature of contract drafting: taking the individual pieces and figuring out how to put them together to make the final product look (or work) the way that I wanted it to.

The Clinic serves a diverse set of clients, and I had the opportunity to work with clients ranging from Harvard students running startups to members of the Boston community looking to start a small business or nonprofit. I found it incredibly rewarding to draw on both my professional experience and my legal education to help underserved populations address legal challenges, mitigate risk, and identify ways to achieve their goals. My Clinic experience affirmed my desire to be a transactional attorney and helped prepare me for practice after graduation.

Harvard Law Students partner with Spare Change News

Via Spare Change News

Harvard Law students Antoine Southern and Anne Rosenblum will be guiding Spare Change News vendors through the legal questions that come with being a small business owner.
Courtesy photo

We are third-year Harvard Law School students from the Transactional Law Clinics’ Community Enterprise Project, and we are partnering with Spare Change News to address some of the concerns vendors face.

We are excited to be working with Spare Change News!

We will be focusing our efforts on providing education and resources to existing and future vendors to support them as small business owners.

The core part of our project will be collecting and sharing information regarding legal issues inherent in running a small business, including what it means to be the sole proprietor of a small business, tax obligations and how to meet them, how public benefits might be impacted by small business ownership and tips on banking services.

We will also include a section about local rules impacting how and where vendors can sell papers.

In addition to the business-oriented core of our work, we plan to identify service providers and resources that are available to help vendors confront legal obstacles that are not business-related, such as housing discrimination, criminal record expungement and mental health services, to name a few.

This aspect of the project will be less in-depth but will hopefully help to raise awareness and facilitate access to these services and resources for the vendors.

We will create a comprehensive, user-friendly reference guide that can be distributed to vendors in the future. We will present the guide to vendors in April, highlighting some of the key information and resources it contains.


Taking people ‘to where they want to be’

Via Harvard Gazette

Law School students help struggling small-time entrepreneurs flourish


Kris Snibbe/Harvard Staff Photographer
Amanda Kool (red jacket) directs the Community Enterprise Project at Harvard Law School, where students like Matthew Diaz (from left), Carolyn Ruiz, and Steven Salcedo help small business owners, entrepreneurs, and community groups.

Hailing from Buffalo, a once-prosperous city in upstate New York, Steven Salcedo knew how a lack of continued economic development can hinder families and mire people in poverty and hopelessness.

But it was only after he took a course at Harvard Law School (HLS) that Salcedo realized that lawyers could help foster better times for communities.

“Lawyers can’t make economic development happen by themselves,” said Salcedo. “But we can contribute to help solve poverty by enabling people to do what they want to do. We’re like a bridge; we take them from where they are to where they want to be.”

The class Salcedo took, “Community Enterprise Project of the Transactional Law Clinics,” allows HLS students to help small business owners, entrepreneurs, and community groups create businesses, obtain permits and licenses, and negotiate contracts and other transactional (non-litigation) services.

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Harvard Law’s Community Enterprise Project Heads to Oakland, Forges Partnership with Sustainable Economies Law Center

L-R: Clinical Instructor and Lecturer on Law Amanda Kool, SELC Executive Director Janelle Orsi, SELC Director of Economic Democracy Ricardo Samir Nuñez, SELC Intern Cyndi Malasky, and Matt Diaz J.D. '16

L-R: Clinical Instructor & Lecturer on Law Amanda Kool, SELC Executive Director Janelle Orsi, SELC Director of Economic Democracy Ricardo S. Nuñez, SELC Intern Cyndi Malasky, and Matt Diaz ’16

By Matt Diaz, J.D. ’16 

In early August, Amanda L. Kool, Lecturer on Law and Clinical Instructor of Harvard Law School’s Community Enterprise Project of the Transactional Law Clinics (“CEP”), and CEP clinical student Matt Diaz, J.D. ’16, met with staff members of the Sustainable Economies Law Center (“SELC”) in Oakland, California to cement a partnership between the two organizations. With a shared ambition to foster community economic development through innovative approaches to transactional law, the partnership between the relatively-new law school clinic and the influential legal services organization carries tremendous potential for the organizations themselves, the clients they represent, and lawyers interested in how transactional law can play an important role in the modern economy.

Co-founded by Janelle Orsi and Jenny Kassan, SELC engages a broad set of legal approaches to facilitate “community resilience and grassroots economic empowerment.” Through its various interconnected programs—including its program focused on promoting cooperative businesses—the organization offers legal expertise to empower communities to transition to fairer and more robust local economies. SELC’s multifaceted strategy involves legislative advocacy, workshops, and educational materials for lawyers and community members, and the delivery of legal services through channels such as its “Resilient Communities Legal Cafe,” where SELC staff and volunteer attorneys provide legal consultations to community businesses and organizations.

CEP is similarly invested in community economic development, though CEP’s targeted communities are those that surround the Legal Services Center of Harvard Law School in the Boston neighborhood of Jamaica Plain. In addition to representing clients with a wide range of transactional legal needs, CEP students work in small groups to connect with community organizations, identify transactional legal needs common to their community, and develop tailor-made, comprehensive strategies to address those needs.

Cooperative Connection

During the fall semester, a group of CEP students will work closely with SELC staff to create a comprehensive guide that demystifies the myriad laws related to forming and operating a cooperative business in Massachusetts. The collaboration between CEP and SELC will afford the students access to some of the nation’s foremost experts on cooperatives, while CEP’s local community ties and outreach efforts ensure that the guide will benefit from a strong network of cooperative lawyers and technical assistance providers in Greater Boston, as well. Once finished, the guide will be published, translated, and distributed through the Transactional Law Clinics’ website and through the project’s community partners, as well as hosted by SELC on the state-by-state resources page of their popular website,

Immigrant Entrepreneurship

CEPIn addition to the cooperative guide, CEP tapped SELC’s expertise to finalize a document produced last semester by CEP students Susan Nalunkuma, LL.M. ’15, Steven Salcedo, J.D. ’16, and Diaz. This document, A Legal Overview of Business Ownership for Immigrant Entrepreneurs in Massachusetts, was created in partnership with the Immigrant Worker Center Collaborative and is intended for use by immigrant entrepreneurs in Massachusetts, as well as by technical assistance providers and community organizers who work with immigrant entrepreneurs across the state.

Because of the document’s comprehensive foray into diverse areas of law, preparation of the materials entailed cutting-edge research at the intersection of business law, employment law, tax law, and immigration law, bringing together dozens of lawyers, academics, and professionals in the community and across the country. Due to the profile of the project, CEP students and staff were able to connect with people such as Sergio Garcia, an undocumented immigrant who became a lawyer in 2014 after a five-year legal battle that ended with a new state law permitting undocumented immigrants to be admitted to the California bar.

“CEP has a successful track record of creating well-researched, useful publications amid the community workshops, client representation, and other great work CEP students complete each semester. However, this project proved to be our most challenging one yet, due to the many areas of law involved and the fact that no one, to our knowledge, has ever compiled such a thorough analysis of the many legal implications of immigrant entrepreneurship. We could not have completed this project without our lead project partner (the Immigrant Worker Center Collaborative) and their meaningful connections to the population at the heart of this document, and we are indebted to countless lawyers and other experts across the country who advised and supported us along the way.” ­–Amanda L. Kool, Lecturer on Law  

Though the document was only recently published, A Legal Overview of Business Ownership for Immigrant Entrepreneurs in Massachusetts promises to have national significance, as other organizations already plan to build upon CEP’s work by creating new iterations of the document for other states across the U.S. This fall, Professor Eliza Platts-Mills and her students in the Entrepreneurship and Community Development Clinic of the University of Texas Law School will be modeling CEP’s project on behalf of immigrant entrepreneurs in Texas, and similar collaborations have been proposed by lawyers in other states. CEP and SELC are currently exploring ways in which SELC can host these state-specific resources for immigrant entrepreneurs on their popular website.

“Working on the immigrant entrepreneurs document has served as an invaluable source of development for me,” Diaz said. “The project presented an opportunity to make a significant impact in uncharted legal territory, uncovering a rabbit hole of legal research possibilities. The effect we have been able to spark on a sizable underrepresented population is a testament to CEP, which allows students to tap into their entrepreneurial spirits and target relevant issues afflicting local community members. I cannot wait to see that effect expand, as organizations around the country build upon the foundation we have built.” –Matt

You Help Me, He Helps You: Dispute Systems Design In The Sharing Economy


We’re excited to announce a new article co-authored by HNMCP Clinical Instructor and Lecturer on Law, Heather Scheiwe Kulp, “You Help Me, He Helps You: Dispute Systems Design in the Sharing Economy,” published in the new issue of the Washington University Journal of Law & Policy (Vol. 48, 2015), subtitled “New Directions in Community Lawyering, Social Entrepreneurship, and Dispute Resolution.”

Kulp, and co-author Amanda L. Kool, also a Lecturer on Law at Harvard Law School, discuss the potential for dispute resolution schemes in a sharing economy, one they argue involves a more efficient use of resources. The sharing economy is at the nexus of fast-paced technology that connects people to previously inaccessible resources to increase local consumption. Kulp and Kool argue that such sharing economies maximize the benefits of ownership by leveraging goods and services into a resource generator allowing increased access to goods and services at a lower-than-market rate. This unique market structure requires a distinct set of laws to address the unique relationships involved, and this article explores how attorneys can best assist in managing conflicts in a sharing economy.

Harvard Law champions entrepreneurship and innovation

A native of California who came to HLS with an interest in startups and business, Shant Hagopian ’15 gave legal advice to entrepreneurs as a student in the Transactional Law Clinic during his 2L year. Shortly thereafter, he co-founded Virtudent, a tele-dentistry startup designed to increase oral health care access for underserved populations. Credit: Heratch Photography

A native of California who came to HLS with an interest in startups and business, Shant Hagopian ’15 gave legal advice to entrepreneurs as a student in the Transactional Law Clinic during his 2L year. Shortly thereafter, he co-founded Virtudent, a tele-dentistry startup designed to increase oral health care access for underserved populations.
Credit: Heratch Photography

Via HLS News

The moment Shant Hagopian ’15 stepped through the doors of the Harvard Innovation Lab, the air was abuzz with the energy of wildly creative ideas, and he knew Harvard Law School had been the right choice for him.

“The first time I walked into the i-lab I thought, ‘Wow, this is a really cool place,’” says Hagopian, a native of California who came to HLS with an interest in startups and business. “The i-lab brings together students from many different academic backgrounds to launch their ideas for how the world should look in the future.”

The i-lab, a collaborative workspace and idea incubator at Harvard University which champions entrepreneurship and innovation, connects students, faculty, and other creative idea-makers from across the university to resources, thought leaders, and funding sources. Since launching in 2011, it has drawn scores of law students who’ve worked on a wide variety of cutting-edge projects—some law-related, and many not.

Credit: Martha Stewart Chris Bavitz, Clinical Professor of Law and managing director of the HLS Cyberlaw Clinic at the Berkman Center for Internet & Society

Credit: Martha Stewart
Chris Bavitz, Clinical Professor of Law and managing director of the HLS Cyberlaw Clinic at the Berkman Center for Internet & Society

“Anyone with a Harvard ID can tap in, sit down, and do their thing,” says Chris Bavitz, Clinical Professor of Law and managing director of the HLS Cyberlaw Clinic at the Berkman Center for Internet & Society, and Dean’s Designate to the i-lab. “That means anything from having shared space to work to looking at a physical bulletin board where people are looking for a software developer or lawyer. Nearly every night of the week, there’s programming about venture capital or how to deal with employment issues or any number of other legal and business concerns that startups face.”

As a 2L in the HLS Transactional Law Clinics , which holds office hours at the i-lab where law students give legal advice to entrepreneurs, Hagopian found himself wanting to make the leap to the other side and become an entrepreneur himself.

Just a few months later, he did—as a co-founder of Virtudent, a tele-dentistry startup created by a friend, Dr. Hitesh Tolani, a graduate from the University of Pennsylvania School of Dental Medicine. Hagopian introduced Virtudent to the i-lab, where doors quickly opened and connections were made. Last year, Virtudent, designed to increase oral health care access for underserved populations, was a finalist in the 2014 President’s Challenge, which offers a $100,000 prize for the most innovative idea for solving a complex societal problem. Though it didn’t win the grand prize, Virtudent received initial funding from Harvard and will soon be rolling out.

Continue reading the full story here.

Transactional Law Clinics: Justice And Health

By Carmen Halford, J.D. ’16

Anthony was nervous. Sitting across from him was the North Korean Minister of Health. Armed guards stood nearby, ready and waiting. Did a drop of sweat slip off of Anthony’s brow? Perhaps caused by the steamy Pyongyang summer? Or perhaps it fell because Anthony knew that lives depended on this conversation. He opened his mouth to explain.

How did he get here? It was the refugees; they led him here: the North Korean refugees fleeing into China. Anthony, an expert in public health who was then pursuing his graduate studies at the Harvard School of Public Health, had been moved by their stories and had devoted himself to searching for solutions to their plight. In the end, the search led him here, into the Democratic People’s Republic of Korea (DPRK, or North Korea) itself. He knew the only way to truly help the refugees was to tackle the problems that had forced them to leave in the first place: lack of food and basic healthcare.

DPRK was, and is still, suffering from a catastrophic tuberculosis epidemic. People are dying from a curable disease. So many people are infected that there are not resources to treat everyone. In an effort to insure equal access to healthcare, the government requires hospitals admit everyone who needs treatment. However, a patient needs to take medicine continuously over at least six-months in order to cure the infection. Because hospitals are overridden with patients, they are forced to discharge patients after only two months of treatment. This not only leaves them uncured, it also contributes to the rise of drug-resistant strains of the bacteria. These super bug strains (known as multi-drug resistant TB, or MDRTB) are much more costly to treat. If they spread, they pose a formidable threat to global public health.

Anthony explained to the DPRK Minister of Health his plan: to open companion clinics to house TB patients discharged from current hospitals. There, North Korean medical personnel could continue to administer their drugs up to completion. Anthony would also raise money to buy food for the hospitals, for both the patients and the staff. How could Anthony make all of this happen? He would form a nonprofit organization in the U.S. and conduct fundraising there. Anthony watched the Minister… how would he respond?

Suspicious at first, the Minister soon saw that Anthony sincerely wanted to help. The Minister was a man devoted to improving the lot of his people, and was overjoyed to meet someone with Anthony’s energy and creative ideas. Not only did the Minister agree to support Anthony’s plans, he also instructed his men to escort Anthony wherever he wanted to go, even to regions where foreigners were usually prohibited. Anthony visited clinics around the country, and when he returned to the U.S. he threw himself into building his team and laying the groundwork for what he hopes to be his life’s work: the non-profit organization Justice And Health.

So where do I come in? I was Justice And Health’s student attorney. As a 2L in my third semester of law school. Unbelievable, right?

While Justice And Health was planning how to prevent a major global health catastrophe, its members had not exactly prioritized the legal details of forming a nonprofit. Anthony came into the Transactional Law Clinics for our first meeting, along with Terrence Park, the organization’s administrative mastermind, looking for help with securing federal tax-exempt status. This status is crucial to their mission—without the status they cannot get donations; without donations they cannot build clinics; they cannot feed starving people.

We agreed to take them on as clients, and immediately realized that their incorporation documents were incomplete. I drafted amended articles of organization for them as well as organization by-laws. Then I assembled a massive amount of information for their tax-exempt status application. During my conversations with Anthony and Terrence, I learned what it’s like to try to save the world. And my questions about technicalities actually flagged some important issues that were hard to see from their big-picture vantage point. For example, no one knew who would own the clinical property: Justice And Health or the DPRK government.

After a great amount of legal research, several meetings, and many cups of coffee, I had everything ready to go. I was one email away from filing their application. Then something unexpected happened.

“I had a meeting with folks on the ground and have some updates. When can we speak on the phone?” After spending time reflecting on the details of their clinical construction plan, Justice And Health had changed their strategy. Better to start small and grow from there—instead of an independent clinical unit, they would build a soymilk factory and bakery within the clinical compound. They would supply the ingredients for both. This project would take much less capital to get started and could be up and running much faster than a full clinic.

So my application was out the window. Time to begin on another version.

Even acknowledging the hiccups along the way, words cannot express how much working with Justice And Health helped me grow as both a person and as an attorney. Transactional law probably does not seem like the place to promote a better world. But, after just a few weeks in the Transactional Law Clinics, I was helping do just that.

“Justice And Health has been so fortunate to have access to a resource like the Harvard Transactional Law Clinics,” Anthony Lee said. “Nonprofits like ours that are just getting started face all sorts of legal hurdles. Our TLC student advocate both helped us identify what we needed to do and how. Because she was still learning about this area of law, she brought a level of enthusiasm and curiosity that we couldn’t have expected elsewhere. Not to mention that the price was reasonable enough that our nascent organization could take care of the legal stuff without sacrificing progress on our broader goals.”

Transactional Law Clinics: Building Community Dialogue with the Help of Big Data

By Petra Plasilova J.D. ’16 

Do you get annoyed by websites that require you to register and create a full user profile, including personally identifiable information, even to complete a minor purchase? Does it unsettle you that moments after you search for that perfect vacation spot on Google, your Facebook feed fills with ads offering you discounted plane tickets to get there? As the use of big data collection and analysis increased in both the private and public sectors, so did public debate on the ethics and even legality of the practice.

Following numerous recent hacks and leaks of customer data at large retailers and banks, the public has become understandably skeptical of the data collector’s ability to appropriately protect sensitive data and consumer’s privacy. Amid the flurry of negative press and research reports, few have focused on the potential benefits and opportunities big data offers. For example, researchers’ ability to store and process large amounts of data have made it possible for NASA to monitor climate change more accurately,[1] and the need to store large amounts of data has helped drive infrastructure development and the move to cloud computing.[2] I used to be very skeptical of statements proclaiming the benefits of big data. Until I met a person who showed me that big data truly has potential to drive positive change within our own immediate community.

Agora Team

Agora Team

I met Elsa Sze one morning in mid-September. A motivated graduate of the Harvard Business School and Harvard Kennedy School, she filled the room with energy as she passionately described the mission of her organization, Agora Townhall, Inc. (Agora). Through her coursework and prior experience in the Obama re-election campaign, Elsa identified a key problem – disenfranchisement of constituents – and decided to fix it.

An experienced consultant, Elsa knew the answer lay in accurately diagnosing the problem. She quickly realized the reason why many people did not engage in community dialogue on important issues was not because of lack of engagement or interest. People were simply too busy to attend town halls or rallies. For many, social media have become the primary way of voicing their opinions. Yet, the government and politicians have failed to accordingly adapt and create online fora in which important civic dialogue could take place. Luckily, Elsa saw the gap and stepped in to fill it.

Agora provides an easily-accessible online platform for individuals to publicly raise and discuss issues important to them and their community. In addition to discussion boards, the Agora website and app also offer a town hall functionality, which enables government officials and politicians to host online debates and discussions on various topics. Agora users have the ability to join these town halls and share their opinions, or simply “listen in” by reading the town hall host’s contributions and other users’ comments. The feature has attracted officials from as near as Somerville and as far as Libya to Agora, and has helped drive dialogue on topics as diverse as local construction and constitutional reform. So what does this all have to do with big data?

To empower as many members of the local and global community as feasible, Elsa developed a business plan that capitalizes on Agora’s ability to collect and analyze meaningful data about the site and app’s users. With the users’ permission, Agora captures data on its users’ demographics, views, and areas of interest. Elsa’s team of analysts produces reports and statistics for select clients, mostly politicians, which enables them to better understand their constituents. As a result, politicians can make more inclusive decisions that reflect the needs of the aggregate community, rather than those of a few powerful constituents. Agora’s data analytics function thus gives individuals a unified credible voice when it comes to important matters impacting their community, as the algorithm turns isolated one-off chatter into actionable insights.

While Agora needs to turn a profit, like any other business, Elsa is committed to respecting the users’ privacy. She has carefully crafted Agora’s data analytics approach to be in line with her ethical beliefs. As Elsa said to me during our first meeting, “There are many apps that are very creepy. Agora is not and will not be one of them.”

One of the key professional responsibilities of lawyers is to provide service to all clients, regardless of our own personal beliefs on the subject of the matter. When I read my Transactional Law Clinics (TLC) colleague’s notes from her intake interview with Agora after being assigned the matter, I became nervous. Privacy and user data protection are issues I deeply care about and like many, I find the overly personalized ads on Facebook disturbing. I doubted my ability to remain objective and effectively represent Agora, especially when it came to negotiating contracts about user data analytics. Ultimately I resolved to stay on the matter and I am glad I did.

While I advised Agora as a student attorney for three months, I gained the experience of a well-rounded start-up lawyer. I researched and advised on issues as diverse as voting provisions in by-laws, splitting ownership and control of the company, applicability of U.S. securities laws to foreign investors, and employment law implications to start-ups, just to name a few. I helped Elsa finalize Agora’s corporate formation in Delaware, drafted Agora’s by-laws and numerous Board documents, and drafted licensing and referral agreements to be used with future clients (one of which was executed shortly after my semester and thus work for Agora ended). I also had a chance to cooperate with a student attorney from the Cyberlaw Clinic at the Berkman Center, who I brought in to advise on Agora’s privacy policy.

Working with Agora through the TLC was one of my most challenging and rewarding experiences at HLS. I learned how to be a real lawyer, something that most other courses unfortunately fail to teach us. But most importantly, TLC gave me an opportunity to help an extremely talented young entrepreneur execute her vision for improving the world around us and giving a platform to drive change to those who did not have one before.

[1] Phil Webster, Supercomputing the Climate: NASA’s Big Data Mission, CSC World, available at… (last visited March 5, 2015).

[2] Elena Kvochko, Four Ways to Talk About Big Data, World Bank, available at (last visited March 31, 2015).

Congratulations to Amanda Kool on her promotion to Clinical Instructor

Amanda Kool, Clinical Instructor, Transactional Law Clinics

Amanda Kool, Clinical Instructor, Transactional Law Clinics

For the past two years, Amanda has served as the Transactional Law Clinics (TLC) Fellow, advising students in the Community Enterprise Project, a division of TLC. In that role, she and her students have worked in partnership with various community organizations to address persistent legal barriers to economic development in the City of Boston. Amanda also served as a supervising attorney in the Recording Artists Project, a student practice organization in which teams of law students represent recording artists in contract negotiations, intellectual property protection, and other transactional legal matters.

“After two great years as a Clinical Fellow, I’m thrilled to remain here at Harvard Law School and step into the role of Clinical Instructor at TLC, as well as continue my work with the Recording Artists Project. I’m fortunate to work with such incredible students and colleagues and can’t wait to see where our hard work takes us next.” Amanda’s main focus will now be on supervising clinical students placed at TLC.

She is an active member of the American Bar Association and is the author of numerous publications on community economic development, entrepreneurship, and agriculture law. Recently, she co-authored the article Many Advocates, One Goal: How Lawyers Can Use Community Partnerships to Foster Local Economic Development’ with Brett Heeger, J.D. ’14, and is currently co-authoring an article with Heather Kulp, Clinical Instructor and Lecturer in Law in the Harvard Negotiation & Mediation Clinical Program, tentatively titled, “An Uber Conflict: Dispute Resolution in the Sharing Economy,” which is slated for publication in the Washington University Journal of Law & Policy this fall.

Prior to joining the Transactional Law Clinics, Amanda worked as a corporate and finance associate attorney at Nixon Peabody LLP in Boston. During law school, she completed internships with Judge Susan J. Dlott in the Southern District of Ohio, the Massachusetts Department of Environmental Protection, Resource Conflict Institute in Nakuru, Kenya, and Nixon Peabody LLP. Following law school, Amanda spent a year as a pro bono attorney with Conservation Law Foundation.

“We are delighted to have Amanda continue on with TLC in her new role as Clinical Instructor,” noted Brian Price, Clinical Professor of Law and Director of the Transactional Law Clinics. “She is a valued contributor to TLC, including her work with our Community Enterprise Project as well as the Recording Artist Project.  The law school and HLS’ clinical community are fortunate to have her.”

Many Advocates, One Goal: How Lawyers Can Use Community Partnerships to Foster Local Economic Development

Via the American Bar Association, Business Law Section Community Economic Development Newsletter

By: Amanda L. Kool, Attorney and Clinical Fellow, Harvard Transactional Law Clinics, and Brett Heeger, J.D. Candidate May 2014, Harvard Law School

Community partnerships provide a promising mechanism through which lawyers can promote economic development. When lawyers serve to connect valuable resources rather than solely respond to the needs of individual clients, they can better contribute to the dismantling of legal barriers to economic development. This article will highlight the efforts of the Harvard Transactional Law Clinics, specifically the clinic’s Community Enterprise Project, to use collaborative, project-based lawyering to address systemic legal barriers in the City of Boston. Though law school clinics are well-positioned to implement innovative models for the delivery of legal services, practitioners in other settings can leverage similar models for the benefit of their clients and local communities.

The Traditional Clinical Legal Services Model
Law school clinical programs have risen in popularity as a means to provide law students with an experiential education while delivering valuable legal services to the communities to which the schools belong. In recent years, many law schools have expanded their clinical offerings beyond the traditional model that paired a law student (under the supervision of a practicing attorney) with a low-income individual facing a court appearance or other litigation-related matters. These law schools now offer a range of clinical programs tailored to the interests of the student body, the expertise of faculty, and the particular needs of clients in the area. In addition to expanded litigation-based offerings and policy clinics, some schools have instituted transactional clinical programs. These programs often assist individuals, small businesses, and nonprofit organizations of limited means with some combination of entity formation, contract negotiation and preparation, advice on protecting intellectual property, and (less often) real estate transactions. By participating in these clinics, law students gain not only the substantive legal skills necessary to complete such transactions, but also develop valuable “soft” skills, including experience with client interviewing, issue identification, and case management; in turn, clients of transactional clinics enjoy access to types of legal services not typically offered by other low-cost or pro bono legal services providers.

Read the full article here. 

An enterprising clinic sends student lawyers into the lab, the barbershop and the labyrinth of condominium governance

Via HLS News

In 2010, the Defense Advanced Research Projects Agency—DARPA—put out a challenge. The government agency, which creates national security technologies for the United States, called on researchers across the country to figure out how to improve robotic hands. At Harvard Biorobotics Lab, Leif Jentoft, a Ph.D. candidate, and Yaroslav Tenzer, a postdoctoral researcher, got to work—and started a journey that would include assistance from student lawyer Lauren Gore ’15 through the Transactional Law Clinics of Harvard Law School. The clinics serve community development organizations, low- and moderate-income­ clients, and campus-grown innovators, such as Jentoft and Tenzer, with business, nonprofit, real estate, and entertainment law needs.

Continue reading the full story here.

Entertainment Law Clinic Presents: A Conversation with Mark Kates

Friday 28th March 2014, 12pm–1pm Wasserstein Hall 1019
Pizza will be provided

Learn about the music business, the Indie scene, and the industry’s future.

Mark Kates is the founder of Fenway Recordings, and is a Manager and industry expert who has worked with Sonic Youth, the Beastie Boys, MGMT, Nirvana & Mission of Burma, to name a few. He also has worked as a major label A&R Record Label Executive and DJ.

Clinical Spotlight: Alexander Horn

Alexander Horn

I began working in the Education Law Clinic (TLPI) and the Transactional Law Clinics (TLC), in the summer of 2012.

I am the administrator for two Clinics, which means balancing the educational and administrative needs of both clinics, while also seeking to foster a congenial work environment for students. This semester I am supporting TLPI’s legislative advocacy efforts, trying to get a bill passed in Massachusetts legislature. For TLC, I am supporting the Clinic’s commitment to providing quality legal assistance, for business and non-profit formations and contracts; real estate sales; and entertainment law, including the Recording Artists Project (RAP).

While I am not a lawyer, I have found that the study and practice of law, touches on almost every aspects of life, and can be a connection between disparate fields of inquiry.

This semester TLPI is working on a campaign to get a Massachusetts Bill, H3528: An Act Relative to Safe and Supportive Schools, passed in the legislature. Students are doing a lot of the leg work, but there is also a website and digital campaign to attend to. TLC is in the process of growing the Community Enterprise Project (CEP), which in conjunction with the Harvard Food Law and Policy Clinic and the Boston Mayor’s Office, released a Food Truck Legal Toolkit.

Between the two Clinics, there’s always something engaging happening, which has an impact in the Boston area (and occasionally further afield).

I enjoy working with students. This may be because I grew up on a university campus (the University of the South Pacific, in Fiji), and that I come from a long line of teachers (my grandparents were New York City public school teachers and a Minister of Education).

I enjoy live music and dancing, because I find it much more entertaining than spending time in a gym! In the winter, it is also an effective way at keeping the cold at bay (however momentarily).

Clinical Spotlight: Amanda Kool

Amanda Kool, Attorney and Clinical Fellow, Transactional Law Clinics

I began working in the Transactional Law Clinics in August of 2012.

I’ve always been drawn to transactional law, as I like the idea of people working together to accomplish a common goal – though those people may have different ideas about how to get there! The lawyer’s role is to navigate the legal path to that common goal, and I enjoy that process. In our clinic, we assist clients with small business and nonprofit legal matters, real estate transactions, entertainment law matters, and project-based work intended to foster community economic development. I also work with the Recording Artists Project, which is a student practice organization.

This semester I have six students in the Community Enterprise Project, which is a division of the Transactional Law Clinics. One of our projects involves a partnership with a local nonprofit organization that works in the area of affordable housing, and together we are putting together materials to assist people who own condos understand the legal implications of belonging to a condo association. When condo associations fail to properly function, buying and selling those units can become impossible, which stifles economic development in the community. Through the project, we hope to reach people facing these issues and help them out of a tough spot, whether through the written materials, community workshops, or by assisting them with direct legal representation in the clinic.

The best part about my job is the constant interaction I have with interesting people. Most of our clients are entrepreneurs, and their passion is palpable — helping them on their journey from business idea to reality is such a joy. Our students are a brilliant, tenacious team, and it’s a thrill to witness how genuinely invested they are in their clients and projects. I am also grateful to work alongside Brian Price, Jim Jacobs, Joe Hedal, and the other clinicians across HLS, as they are excellent lawyers, committed teachers, and invaluable sounding boards.

When I’m not working, I like to be outside as much as possible, whether spending time with my husband and dog or taking a long bike ride.

Former Transactional Law Clinics Fellow Therese Rohrbeck launches new business venture

L-R: Therese Rohrbeck, Philip Meers

On Wednesday, HLS alumna and former Transactional Law Clinics Fellow, Therese Rohrbeck ’08, was featured at Harvard’s Start, Run, Grow: Exploring Entrepreneurship event, where she discussed how she started her new venture, Saga Dairy, which is producing Viking Icelandic Yogurt. “The idea was born when my fiancé and I were shopping for yogurt at a whole foods store and noticed the Icelandic yogurt, a new product with a  high price tag” said Therese. “We wanted to create something that was more affordable and we started to experiment with making our own yogurt at home.”

Moving from kitchen to mass production, however, was more complicated; from laboratory to product design, to packaging, Therese drew on her skills and knowledge she acquired from her time with the Transactional Law Clinics. As a Fellow, she worked on all kinds of legal transactions with entrepreneurs and small businesses, learning about the legal obstacles and strategies for overcoming them.

“I gained the skills that are the building blocks, necessary to make someone successful” she said. “From for-profit to not-for-profit, from restaurants to selling t-shirts, I learned about the tax issues and the necessary steps to form a viable company.  And if you understand the legal system, you are less intimidated to build something from scratch. My time at the Transactional Law Clinics, not only gave me my legal skills but taught me entrepreneurship, business, and negotiation.”

Transactional Law Clinics Help Start-Up Microbrewery Raise Capital

Christine Marshall, J.D. ’14

By: Christine Marshall, J.D. ’14 

Recipe for an exciting start-up: begin with advanced fermentation technology, create an innovative craft microbrewery, and mix-in local urban growers. This is the strategic plan of one of our clients. In Fall 2013, the Transactional Law Clinics (“TLC”) helped this start-up company launch a small private placement offering to raise capital for its operations. The company is raising investment capital to start the first craft brewery of its kind in Somerville, Massachusetts. In addition to being a production facility and retail taproom, the company’s headquarters will also serve as a local foods hub by hosting a range of small urban growers in a communal space for manufacturing and direct retail. Within the next few years, the company anticipates launching a unique business incubator to drive development of interdisciplinary ventures in fermentation technology. Because the client expects to be continuing its private placement offering at the time this article was scheduled for publication, the company is not named in this article.

Four local entrepreneurs founded the business in January 2013. Three of the four are graduate students at MIT, Harvard, and Yale, and the fourth is a software engineer. Collectively, the four founders have a wealth of expertise in microbiology, computational biology, and engineering. They located their operations in Somerville because they believe that the local craft beer market is underdeveloped. As they explained, Somerville is a city of 76,000 people and the most densely populated township in New England, but does not have any production craft breweries. The founders estimate that the size of the Somerville beer market is about $50 million annually, assuming a price of $20 to $40 per gallon and beer consumption at the 2012 Massachusetts average of 26.2 gallons per legally-aged person.

TLC Student Karl Sigwarth ’14 began working with the company in Spring 2013 to draft an operating agreement.  The agreement was finalized in September 2013, but the Founders’ plans were unexpectedly delayed due to the federal government shutdown on October 1, 2013.  The company was unable to file its application for a federal brewing permit with the Alcohol and Tobacco Tax and Trade Bureau as planned, causing a setback of about a month.  With production delayed, the company reached out to TLC for help raising capital to bridge the gap.  Christine Marshall, TLC Student ’14, worked on the case, and was supervised by Joe Hedal, Deputy Director of TLC.

TLC recognized that there were limited choices available for fundraising since the company did not want to amend its operating agreement until after the permitting process was complete and, as a start-up, could not access traditional bank loans at desired rates.  With TLC’s guidance, the company is conducting a convertible note offering.  This structure enables the company to raise funds from investors immediately and repay them with equity when the notes convert.  Christine helped the company draft a convertible note and private placement memorandum, use an exemption from federal securities laws, and comply with applicable state securities laws.  Christine commented:  “While Rule 504 of Regulation D under the federal securities laws applies as expected, I was surprised by the variation in state securities laws.  In terms of the convertible note purchase agreement, I tried to keep the document as simple as possible since the company intends on offering the securities to friends and family investors.  I found it interesting and challenging to look at complex precedents from other deals and decide what concepts should be included in the note agreement to appropriately balance precision and completeness with simplicity. Overall, I think that both the PPM and convertible note purchase agreement will serve the client’s interests well and enable them to conduct a successful offering.”

The case was a wonderful opportunity for TLC students to learn how to conduct a small private placement offering and navigate securities laws, while providing valuable services to local entrepreneurs.  Professor Brian Price, Director of TLC, stated: “This case represents the kind of experience students are able to gain assisting clients to figure out and implement solutions in fast moving real time contexts handling challenging multi-doctrinal legal matters. Not only did Christine benefit from the learning experience but so too did her clinical student colleagues.”

The company is well on its way to achieving its capital target to fund its near-term operations and looks forward to a grand opening in Spring of 2014.  As one of the founders observed, “We never imagined that the government shut-down this past fall would delay our federal permitting and put our plans on hold.  The work and guidance provided by TLC and Christine was a great help to us as we navigated through this obstacle.”  TLC is pleased to have the opportunity to serve the local community and provide students with a variety of meaningful assignments that provide practical legal training while in law school.

ABA’s Natural Resources and Environment Magazine features HLS Cross Clinic Collaboration

L-R: Amanda Kool, Emily Broad Leib

By: Amanda Kool, Clinical Fellow, Transactional Law Clinic & Emily Broad Leib, Director, Food Law and Policy Clinic

Recent years have seen a dramatic shift in consumer attitudes regarding where and how the food they purchase is produced. Responding to the consequences of the consolidated national food supply that occurred as a result of proindustrialization policies and a market driven primarily by cost-efficiency, buyers have grown increasingly aware of the hidden costs of inexpensive food. A growing number of shoppers prefer locally sourced, sustainably produced food and are willing to pay a premium for it. To see this shift in demand, one need only look at the increase in the number of farmers markets across the United States over the past decade: the USDA reports that 8,144 farmers markets are in operation in 2013, which is nearly double the number that existed in 2006.

Unfortunately, as the U.S. food chain grew and consolidated, so did the legal and regulatory regime that governs the food system. The existing body of laws is intended to apply to massive food industries and is thus ill-equipped to govern small-scale, local food enterprises.

Read the full article “Using Cross-practice Collaboration to Meet the Evolving Legal Needs of Local Food Entrepreneurs” to find out how policy lawyers and transactional lawyers can effectively collaborate to improve the food system.

TLC’s Community Enterprise Project Concludes Milestone Semester

L-R: Amanda Kool, Veronica Sauer, Josh Wackerly, Brett Heeger

By: Amanda Kool, Clinical Fellow,Transactional Law Clinic

Wednesday, December 4th was a day for the record books of the revamped Community Enterprise Project of the Transactional Law Clinics (CEP). After months comprised of countless meetings with clients and community partners, treks from campus to Jamaica Plain, toolkit revisions, and lunch jaunts to City Feed, the three CEP students capped the semester with a whirlwind, 12-hour day in which their efforts culminated with an ease which belied the amount of effort it took to get there.

After an end-of-year breakfast in Jamaica Plain and a few finishing touches on individual cases at the Legal Services Center, the team picked up 100 copies of the freshly printed Food Truck Legal Toolkit before heading to Boston’s City Hall. There, CEP was joined by members of the Food Law and Policy Clinic (FLPC), who represent the other half of the cross-clinical team working on the food truck project, and together the clinics presented the materials contained in the toolkit to a lively audience of inspiring food truck owners on behalf of the Mayor’s Office of Food Initiatives (OFI). FLPC student Jason Qu ‘14 expertly clarified Boston’s food truck permitting and licensing regimes, while CEP students Veronica Sauer ’14 and Josh Wackerly ‘14 guided the attendees through the finer points of business formation, employment law, and other legal implications of starting a business. “Our challenge [with the toolkit and presentation] was to make a complex body of laws and regulations accessible for the community,” stated Qu. “We ended up creating a valuable resource for potential vendors and for the City itself.” As team members leafed through the 77 page document, which had been carefully organized to guide a potential food truck vendor through the myriad of legal processes of starting a food truck from business plan to sample contracts, Wackerly added, “when you see [the Toolkit] in print, you can definitely appreciate the amount of work the whole team put into it. It was very rewarding to be able to finish such a major project and then have the opportunity to turn around and present that product to the public and immediately witness the positive impact we’ve had on the community.”

At the end of the presentation, each attendee walked away with not only a deeper understanding of the process and a copy of the toolkit, but also an invitation to contact the FLPC/CEP team for individual legal representation, whether for assistance navigating one piece of the process or for help with all of it. Officials from the City of Boston were similarly pleased with the toolkit and presentation. Peter Murphy, Program Coordinator of OFI, commented afterward, “The presentation was thoughtful, incredibly clear, and provided a real benefit to the potential [food truck] vendors. The resources [the clinics] have created for us are really vital to the help that we are able to provide vendors – I cannot thank [CEP and FLPC] enough.” For the FLPC and CEP students involved, the end of Wednesday’s presentation meant a challenging and fulfilling semester of clinical work was now officially behind them. Sauer remarked, “I’m incredibly proud of the toolkit we compiled, as well as the way we all worked together as a team to produce a document that we are all proud of and all feel ownership for. I think creating a lasting resource for the community was a tremendous thing to accomplish.”

For FLPC Director Emily Broad Leib and Transactional Law Clinics attorney and Clinical Fellow Amanda Kool, Wednesday also marked the culmination of over a year’s worth of preparation, but only the beginning of ongoing cross-practice collaboration. Under Broad Leib’s supervision, former students of the FLPC, including Duncan Farthing-Nichol ’14, had begun work with OFI over a year prior to conduct an in-depth review of the city’s current rules for food trucks and recommend changes to streamline the process, improve efficiency, and facilitate expansion of the program. After FLPC delivered policy recommendations on those rules to OFI, FLPC engaged CEP to tackle the general legal challenges faced by aspiring food truck vendors. CEP students, including former student Ryan Hatten ’14, supplemented the permitting and licensing information with the types of general transactional law information for which clients contact the Harvard Transactional Law Clinics each day, but tailored to the specific needs of food truck vendors. Connections were made with existing food trucks, commissary kitchens, payroll service companies, and business assistance providers over the span of a year to fill knowledge gaps in the toolkit. A full description of the project can be found in an article co-authored by Broad Leib and Kool, “Using Cross-practice Collaboration to Meet the Evolving Legal Needs of Local Food Entrepreneurs,” which was published in the Fall 2013 issue of the quarterly American Bar Association magazine Natural Resources and Environment.  Kool explains, “When Emily and I co-wrote the ABA article in the spring, we utilized the publication to outline the steps our respective clinics would each take to get to the project where we wanted it to go. By the time the publication hit mailboxes across the country this week, we had achieved each of those steps, precisely as we had envisioned.”

Yet the production of the Food Truck Toolkit marks only a milestone (if a major one) in the clinics’ efforts to support Boston’s food truck community. Broad Leib, looking forward to next semester, continues, “The next phase of the plan is for CEP to begin representing individual food trucks and transfer the wisdom gained back to FLPC, effectively closing the feedback loop to guide FLPC’s next round of policy recommendations to the City. Though the hardest part is now behind us, this cross-practice collaborative model allows us to continue to work together in a synergistic way, utilizing the particular strengths of each clinic to generate a return on the collaboration that is greater than the sum of its individual successes.”

While the FLPC/CEP food truck project will conduct additional trainings and begin to represent individual food truck vendors moving forward, new client casework and a number of new community projects will be brought into CEP’s mix, as well. Next semester, CEP will double in size, with six students working out of the Legal Services Center. Like this semester, CEP students will split their time between individual, direct client representation and large, collaborative projects. CEP students Wackerly and Brett Heeger ‘14 have decided to continue with CEP into the spring semester. “For me,” states Heeger, “what makes CEP so exciting is the chance we have to think about community needs from multiple angles.” He adds, “Many HLS students are interested in doing pro bono work after graduation, including fellowships like Equal Justice Works and Skadden or pro bono practices within law firms. Project development skills learned through CEP offer direct experience that can be applied to designing or helping to expand pro bono practices – experience that is rarely available, especially in the transactional law realm.”

Despite its rapid growth, CEP will continue to focus its work in the community of Jamaica Plain and surrounding neighborhoods. “It’s been immensely rewarding to immerse myself in the communities in which I’m working,” Heeger continues. “I’ve been invited to concerts where my clients are performing, eaten food that my clients have produced, and bumped into community leaders on the street outside the Legal Services Center. People have been incredibly welcoming and enormously grateful as CEP has attempted to find opportunities to expand and support otherwise underserved needs.”

TLC’s Community Enterprise Project welcomes young hip-hop artists to Harvard Law School

© Photo by Alex Horn
Studio Heat students with Brett Heeger ’14 and Amanda Kool, back right

By: Amanda Kool
Clinical Fellow Transactional Law Clinic

Upon first meeting his new client Javon, aka “Yung Fresh,” clinical student Brett Heeger ’14 asked if Javon’s recent performance to over one hundred corporate leaders from Converse was his biggest performance. “No,” Javon casually replied, “at the Boston Urban Music Festival, I performed to about 50,000 people.” At the time of the Festival, Javon was fourteen years old.

Javon is the senior member of Studio Heat, a group of young Boston musicians that have grown out of the Music Clubhouse at the Blue Hill Chapter of the Boys and Girls Club in Boston. Ranging in age from pre-teen to 18, some of these students have already achieved measures of success that many adults will never obtain. A recent visit to the group’s facilities in Dorchester found students engaged in music lessons, songwriting sessions and laying down tracks, led primarily by senior students in Studio Heat and volunteers.

On November 11, Heeger and the Harvard Transactional Law Clinics (TLC) had the chance to welcome seven middle and high school students from Studio Heat to HLS as part of an introduction to the broader world of the music business. After a brief tour of campus, the group engaged in a mock negotiation intended to teach the students about the role of lawyers in the music industry. The students served as junior attorneys in a negotiation between Royal T (derived from a negotiation exercise created by alum Rafael Mares ’99 while a student in the HLS Recording Artists Project), a fictional recording artist portrayed by Clinical Fellow Amanda Kool, and a fictional record label, Ames Production Company, represented by TLC student Josh Wackerly ‘14. Heeger filled the role of senior attorney on behalf of Royal T, while Professor Brian Price, Director of TLC, served as senior attorney for the production company. Over nearly two hours of client meetings and negotiations, the Studio Heat ‘attorneys’ were able to draft a record deal addressing a number of essential contract terms, including the term  length, advance payments, and ownership of creative rights.

In a debrief over refreshments, students reflected on the exercise and discussed the important and surprisingly large role of lawyers in the music industry. Kirkland Lynch ’14 and Lauren Gore ’14 also joined the conversation to share their experiences working in the music industry and attending law school. Each emphasized how important building a supportive community can be to making choices that might lead to a path of success, whether as an artist or to Harvard Law School. The young students shared their own aspirations, in the music industry and otherwise. One student commented that he now realized that signing a record deal didn’t equal instant fame or success while another admitted that she was considering becoming a lawyer if her plans to make it as a hip hop artist didn’t pan out. Rick Aggeler, Senior Music Director of Studio Heat, said, “[The kids] were so thrilled about the whole experience.  From the tour itself, to working with “Royal T”, and having Brett and Brian act as advisors during the negotiation, it was honestly for me as well one of the coolest field trips I’ve ever gotten to take our kids on.”

The Studio Heat visit to HLS grew out of TLC’s new Community Enterprise Project (CEP), a sub-clinic of TLC that Kool is in the process of growing into its own, stand-alone clinic. CJ Azubuine, Senior Manager of Harvard’s Office of Event Scheduling and Support and volunteer at the Music Clubhouse, originally contacted Professor Price with some basic legal questions related to Studio Heat.  “We’re continuing to help Studio Heat out with some really interesting legal issues, including questions of copyright and licensing when all of the students are minors,” Heeger explained, “and the great part of CEP is that we’re encouraged to think creatively about how to bring our legal expertise to bear to serve our clients.”

Where TLC operates much like a law firm by responding to client requests for direct legal services, CEP aims to engage traditionally underserved neighborhoods in a more proactive way, partnering with community organizations to identify organizational and community needs and develop comprehensive strategies, whether legal or otherwise, to address those needs. Price explains, “When the Clinic moved from the Legal Services Center to campus, we lost some of our connections to Boston’s neighborhoods. I am thrilled that CEP has reemerged and glad to see TLC clinic students back in Jamaica Plain, serving people in and around that community.”

Law students have also responded positively to this opportunity; Heeger and Wackerly are two of the three students in the Community Enterprise Project this semester, and Kool expects the program to contain six students next semester. Heeger reflected on how CEP’s approach to lawyering influenced his representation of Studio Heat. “Here, in conversations with Rick, CJ, and Javon, we realized that the kids themselves could really benefit from an engaging experience with music law, rather than exclusively receiving traditional legal advice from their lawyers. With the team emphasis of CEP, and encouragement from Brian and Amanda, we were able to put together a broader program that was educational and I think extremely fun for both sides.”




Former TLC clinical student launches start-up

Former HLS clinical student John Bennett recently launched a Kickstarter project to fund Zen of 180, an LSAT preparation product that provides free explanations to LSAT questions. The project comes out of Zen Way Inc, Bennett’s  education technology startup committed to democratizing access to higher education. Zen Way is a 2013 Harvard University President’s Challenge finalist at the Harvard Innovation Lab.

Bennett, who worked at the Transactional Law Clinics while a student at HLS, found his clinical experience to be an asset when he began Zen Way.

My work with TLC has proven surprisingly helpful in running my business, especially in how to interface with our legal counsel and business consultants.

TLC helped me know which legal resources to use at Harvard, and the various services those groups could offer us. We used HLEP (Harvard Law Entrepreneurship Project) to do some initial patent research for us, and have been at the i-lab since it opened to student teams.

Mainly, though, TLC helped me the most in thinking through the intellectual property issues that my business has; the clients I worked with presented challenging questions on patent ownership, creative commons licensing for online content, and even how to market a product that is not protectable under any IP regime.

Watch as Bennett explains Zen of 180 in the Kickstarter video above, or visit the campaign page to learn more about the project.