Nathaniel Kelly

Top rated Business Litigation attorney in San Francisco, California

Law Offices of Nate Kelly
Nathaniel Kelly
Law Offices of Nate Kelly

Practice areas: Business Litigation, Business & Corporate, Intellectual Property Litigation; view more

Licensed in California since: 2009

Education: University of Southern California Gould School of Law

Selected to Super Lawyers: 2025 - 2026 Selected to Rising Stars: 2016 - 2022
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Law Offices of Nate Kelly

201 Spear St
11th Floor
San Francisco, CA 94105 Visit website
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Meet Nate Kelly: Strategic Counsel for California’s Top Business Clients

High-Stakes Litigator. Expert Negotiator. Advocate for Businesses & Entrepreneurs.

Nate Kelly is a trusted legal strategist, business advocate, and recognized thought leader in complex commercial law. As founder of The Law Offices of Nate Kelly, he has built a reputation for winning high-stakes litigation, closing transformative deals, and advising companies at the bleeding edge of innovation with integrity and precision.

Since founding the firm in 2010, Mr. Kelly has advised early-stage companies, growth-stage enterprises, and established institutions on critical legal matters—from securities transactions and private equity deals to trade secret disputes and commercial arbitrations.

Nate has been honored by Super Lawyers, rated 10/10 by Avvo, and selected to the Top 100 Bet-the-Company Litigators® in America—an accolade reserved for the top 0.5% of business litigators nationwide. He is frequently recognized by both San Francisco and Los Angeles legal media for excellence in advocacy.

“Clients don’t hire me for boilerplate. They hire me because they’re at an inflection point. I give them clarity, credibility, and leverage.”

Mr. Kelly holds offices in both San Francisco and Beverly Hills and is admitted to practice in all California state and federal courts.

Education

  • J.D., USC Gould School of Law – High Honors, Merit Scholarship
  • B.A., Government & Politics, University of Maryland – cum laude, Dean’s Scholar, Phi Beta Kappa 
 

Who I Represent

I work with founders, executives, creative entrepreneurs, growth-stage companies, and mission-driven brands. My clients come to me when something meaningful is on the line—ownership, revenue, control, or reputation—and they need legal strategy that aligns with business risk.

Whether it’s a dispute, a transaction, or a turning point, I represent clients who want discipline, clarity, and leverage.

⚖️  Practice Areas

My practice focuses exclusively on business law—with deep experience in both litigation and transactions. I represent clients in matters where risk is real, leverage matters, and timing is everything.

Core areas of focus include:

  • High-stakes business litigation
  • Founder disputes and equity buyouts
  • Trade secret and IP enforcement
  • Contract negotiation and enforcement
  • Strategic transactions, including M&A and capital raises
  • Outside general counsel for growth-stage companies and founder-led ventures

Whether navigating a founder split, structuring a deal, or protecting your position in court, I deliver legal strategy designed for impact, not excess.

I’ve resolved over $150M in business disputes, structured more than $100M in transactional value, and defended clients in matters where litigation was as much about narrative and timing as it was about law.

I also routinely handle arbitration (AAA, JAMS) and pre-litigation strategy involving private deals, reputation risk, or capital alignment.

   

Nationally Recognized. Peer-Endorsed. Client-Recommended.

In the Press, Honors & Awards

With a two-decade record of high-impact results, Nate Kelly is widely known not only for securing bet-the-company outcomes but also for earning credibility among legal peers, press, and clients alike. His thought leadership spans high-stakes litigation, startup counsel, celebrity deals, and political campaigns.

  • Super Lawyers – Recognized as a Northern California Super Lawyer (top 5%) in 2024; and as a Rising Star (top 2.5%) in both Northern and Southern California in 2016–2022.
  • Avvo Rating: 10.0 (“Superb”) – Top-tier rating for business law
  • Top 100 Bet-the-Company Litigators® in America – Awarded for elite case outcomes and strategic litigation results

Featured In

  • Los Angeles Daily Journal – Front cover profile for launching own practice at 27
  • Los Angeles Times – Coverage of Foster the People litigation
  • San Francisco Magazine – For startup and equity counsel work
  • The Athletic – Legal and political crossover coverage
  • Forbes – Futuremood partnership with Lil Yachty
  • VentureBeat – Featured Sonr.io as Top 3 startup of 2023

 

What Makes My Practice Different

I don’t just “look over contracts” or “respond to legal threats.” I help clients make decisions that protect their position, preserve value, and move things forward. I bring 15+ years of experience handling litigation, negotiations, deal structuring, and legal strategy across startups, media, and capital markets.

Clients don’t hire me to play defense. They hire me to think like a partner, operate with precision, and deliver results that hold up—in court, at the table, and in the press.

🎓 Background & Early Career (2008–2013)

After graduating with High Honors from USC Gould School of Law, I joined Kaye Scholer LLP (now Arnold & Porter), where I advised on multi-billion-dollar transactions for institutional clients. By 27, I launched my own practice—and within a year was featured on the cover of the Los Angeles Daily Journal.

From the outset, I took on complex, high-profile matters. In 2011, I sued the Grammy-nominated band Foster the People on behalf of a music manager client—serving them at their album release event. That case helped establish me as a litigator unafraid of controversy or scrutiny.

During this period, I also served as legal advisor to the Consulate General of Saudi Arabia in Los Angeles, overseeing legal services for more than 30,000 Saudi nationals across the western U.S. Simultaneously, I helped revive the Venice Basketball League—later co-founding a nonprofit that used sport to drive community, diplomacy, and advocacy. 

🚀 Startups, Media & Strategic Growth (2014–2018)

In 2014, I expanded my firm to San Francisco and began working directly with founders and investors during the heart of the tech boom. I advised early-stage companies including Tuft & Needle, True & Co., and Trumaker, helping them navigate incorporation, capital raises, and equity structuring while protecting IP and maintaining operational control.

In 2015, I won a landmark federal trademark case for Clearly Kombucha, defending against dilution claims from Clearly Canadian. The ruling clarified that “brand fame” is not fixed and changed how courts interpret trademark dilution in emerging markets.

By 2018, I had joined Futuremood Studios as General Counsel and Brand Advisor, where I led deal structuring, licensing, and product launch efforts—including collaborations with Lil Yachty and The Chainsmokers.

“When our startup was at a breaking point, Nate showed up—not just as a lawyer, but as a strategist. He helped us reorganize, protect IP, and land funding within six months.”
— Founder, Web3 Company

🧠 High-Stakes Counsel & Thought Leadership (2019–Present)

Since 2019, my practice has been focused exclusively on high-stakes litigation and complex business transactions. I represent founders, C-level executives, and companies facing meaningful exposure or opportunity—equity disputes, investor conflict, multi-party litigation, or large-dollar exits.

🧬 Personal

I was raised just outside Washington, D.C., the son of a clinical psychologist and a telecommunications engineer. My grandfathers—both WWII veterans—earned graduate degrees through the GI Bill. Their paths instilled in me a belief in clarity, discipline, and the idea that the law should both protect and empower.

🗣 Speaking & Advocacy

  • Campaign manager for Paulette Jordan for Governor / Senate
  • Strategic counsel for Build Courts Not Walls & Hoop Bus
  • Founding legal advisor to Save the American Salmon
  • Frequent speaker on startup law, political strategy, and media leverage in business disputes
  • Contributor to Young Elected Officials (YEO) Network

🎤 Civic Engagement

I’ve served as campaign manager and legal advisor for Paulette Jordan’s historic campaigns, supported environmental coalitions like Save the American Salmon, and helped guide the Young Elected Officials Network.

Through nonprofit initiatives like Hoop Bus and Build Courts Not Walls, I’ve merged law, community, and advocacy—helping transform grassroots efforts into sustainable impact platforms.

Practice areas

Business Litigation, Business/Corporate, Intellectual Property Litigation, Securities & Corporate Finance, Securities Litigation

Focus areas

Business Formation and Planning, Business Organizations, Contracts, Limited Liability Companies, Partnership, Securities Law, Sub-chapter S Corporations

  • 40% Business Litigation
  • 30% Business/Corporate
  • 10% Intellectual Property Litigation
  • 10% Securities & Corporate Finance
  • 10% Securities Litigation

First Admitted: 2009, California

Professional Webpage: https://www.natekelly.com

Bar / Professional Activity

  • Member of the California Bar; in continuous good standing since becoming a member in January of 2009. , 2022
  • Supreme Court of California, 2009
  • U.S. District Court Northern District of California, 2016
  • U.S. District Court Central District of California, 2010
  • Vice-Chair; The Bar Association of San Francisco's delegation to the California Conference of Bar Associations; California’s most influential legislation-writing organization. , 2018
  • San Francisco Bar Association Intellectual Property Section Member. , 2015

Verdicts / Settlements (Case Results)

  • $3.5M Minority Shareholder BuyoutTrade Secret Defense & Ownership Dispute (2024–2025)Represented a 20% minority owner who was terminated, excluded from distributions, and sued for trade secret misappropriation. After 16 months of contentious litigation, secured a $3.5M buyout through mediation., 2025
  • Settled business owner dispute for $1.5M.  Corporate dissolution action in San Francisco Superior Court. Partners could not agree on reasonable buy-out and made various claims against each other. Was victorious in Motion for Preliminary Injunction and then able to obtain successful resolution in mediation.  , 2024
  • Breach of Contract (Uniform Commercial Code (UCC) dispute - $1.3M Negotiated Settlement Pre-litigation. Represented Illinois based steel parts supplier and manufacturer who had outstanding invoices of over $700,000 and half-complete inventory of $700,000 due to Unicorn Startup company coming into funding issues. The fairly informal agreement between the parties included an allowable out upon notice, but provided little detail as to how the notice should be executed, effectuated, and enforced. So the negotiation focussed on the half-complete inventory in-process at the time the "notice" was formalized.  Not only was the client paid in full but the business relationship was also maintained positively allowing an additional $1.1M in further orders to be completed. , 2024
  • Defended former pharmacy division COO of large national pharmacy services company in Federal Trade Secrets litigation out of the Eastern District of Pennsylvania. Defended preliminary injunction motion - stipulated to then settled in mediation. Client was able to retain his position at his new company. , 2024
  • Appellate Court Victory.  Represented the Respondent in a breach of contract appeal following a bench trial. The primary issues were: 1) whether the terms of an addendum, which was referenced generally and specifically in the body of the main agreement but the Appellant claimed to not have been provided a copy of prior to execution, was incorporated by reference and enforceable against the Appellant; and 2) whether the parole evidence rule had been properly applied by the lower court.  The Appeal was defeated complete with costs and attorneys fees awarded to my client. , 2024
  • Settled breach of contract dispute on behalf of trucking company; San Francisco Superior Court. , 2023
  • Settled dispute between San Francisco Airport authority and airplane servicing company. Originally, the company (client) received a notice of penalty exceeding $500,000. After approximately four weeks of representation, we reached a final agreement by which the amount was reduced to $60,000, with a payment for program that made it affordable for the company to pay., 2023
  • Obtained monetary judgment against Board of Directors in Derivate Action stemming from the failing of a private company; representing group of 16 plaintiffs. , 2022
  • Settled breach of fiduciary duty claim brought by clients against co-investor stemming from a failed hostile takeover. , 2021
  • Settled Breach of Contract Complaint on behalf of renewable energy developer. , 2020
  • Successfully fended off Patent Infringement and Copyright claims against client made by Allbirds relating to the launch of a bamboo shoe on Kickstarter. , 2019
  • Settled breach of contract case re stock options; brought by former contractor for startup following the sale of Company. , 2018
  • Seven figure settlement on behalf of data company stemming from breach of contract with "unicorn" startup. , 2017
  • Settlement in Patent Portfolio Dispute on behalf of business broker. , 2018
  • Defended Top Shelf Beverages against claims that their trademark, Clearly Kombucha, infringed upon the mark, Clearly Canadian. Won partial summary judgment and achieved excellent settlement for client. , 2015

Videos

Representative Clients

  • Represented COO and co-owner of Bay Area development negotiate a pay-over-time buyout of his passive investor partners.  , 2023
  • Futuremood, manufacturer of uber-stylish sunglasses that claim to alter moods with their saturated psychedelic optics, is expanding its lens and deepening its connection with the tastemaker community. Rapper Lil Yachty has come onboard as an investor in the company, which recently sealed an investment from music duo the Chainsmokers. Both relationships go much deeper than a monetary infusion. Lil Yachty and Futuremood have been at work since 2020 on a Yachty-inspired product line slated to drop this fall to coincide with his first new music in more than two years. See, https://www.forbes.com/sites/cathyolson/2022/07/07/lil-yachty-is-latest-investor-as-sunglasses-company-futuremood-expands-its-pop-culture-lens/?sh=3f5ef52f5286 Nate Kelly has represented the company since its inception to the present date; guiding the company through initial fundraising, product development, launch, celebrity partnerships and further fundraising.  See, https://techcrunch.com/2020/05/27/angling-to-be-eyewears-next-big-thing-futuremood-launches-with-mood-altering-sunglasses/, 2022
  • Venice Ball LLC signs exclusive clothing line collaboration and shoe deal with PUMA basketball. , 2021
  • Champs Sports non-profit partnership and content production. See, https://www.youtube.com/watch?v=ciH6FNS-CgQ&feature=youtu.be, 2021
  • Paulette Jordan may become the first Native American governor in US history: Here’s her story https://www.independent.co.uk/news/world/americas/us-politics/paulette-jordan-first-native-american-governor-idaho-us-donald-trump-women-a8390451.html., 2016
  • Paulette Jordan for Senate. See, https://www.dailykos.com/stories/2020/10/28/1990457/-CNBC-Paulette-Jordan-running-to-be-1st-Native-American-woman-in-U-S-Senate., 2018

Transactions

  • Drafted, negotiated, and completed $1.7M intellectual property purchase on behalf of Client. Client, a FinTech education business (startup) had previously entered into a revenue sharing and IP ownership agreement with a developer in order to save money as an early stage startup; the terms of which had become a burden on their existing enterprise. We were able to successfully negotiate terms whereby my client was able to pay a similar annual fee as the prior license agreement required, except with ownership transferred upon execution. Client was very pleased. , 2024
  • Business / Asset Purchase and Franchise Agreement. Represented client buy out the owner of an ice-cream franchise location in Northern California and obtain franchise license from national parent corporation. , 2024
  • Negotiated and completed business purchase of nail salon in Hollywood, CA. Required: asset purchase agreement, ownership agreement, lease assignment agreement., 2024
  • Represented CEO and Founder of Sonr, a blockchain company, negotiate ownership and financing terms and agreements. Venture Beat — Sonr voted as a Top 3 Startup at Proof of Talk 2023. Sonr is a peer-to-peer identity and asset management system that leverages DID documents, Webauthn, and IPFS. Sonr specializes in software development, web design, information technology, networking, and blockchain solutions.  Prad is a W3C Working Group Member for DIDs, WebAuthn, and WASM, and a prolific contributor to open-source software development, with the fourth most GitHub contributions recorded in the world during 2021. Prad is driven by the vision of empowering users with more control and privacy over their digital identity and assets. As the founder of Sonr, Prad is passionate about creating a secure, user-friendly, and decentralized solution for digital identity and asset verification.  Sonr has secured over $5M in venture funding since 2023.  https://www.sonr.io/home., 2023
  • Negotiated multi-year lease of hotel floor in the Fairmont Hotel and Broadmoor hotel, San Francisco. First of its Kind Postpartum Center Comes to SF. A luxurious postpartum retreat center, the first of its kind on the West Coast, is coming to San Francisco this summer — a modern twist on the community care new mothers receive in many traditional societies. It used an entire floor of the Fairmont Hotel and Broadmoor Hotel. See, https://villageretreatcenter.com/., 2023
  • Negotiated music performance, production and distribution agreement for DJ with manager and record label. , 2023
  • Asset purchase agreement for Super-Club in San Francisco, CA. , 2023
  • Business purchase - Bar in Berkeley, CA. Drafted and Negotiated Asset Purchase Agreement, UCC Lien, Ownership Agreement, Real Property Lease Assignment. , 2023
  • Negotiated $30M Investment / Ownership Restructuring. , 2022
  • Negotiated and drafted investment, collaboration, and licensing agreement with international superstars, The Chainsmokers; See, Futuremood Launches Sunglasses with The Chainsmokers., 2022
  • Negotiated and drafted collaboration and licensing agreement with international superstar Lil Yachty. See, Forbes: Lil Yachty Latest Investor in Futuremood., 2021
  • All contractual agreements necessary for the organization, management, and purchase of 3,300 acre property in Humboldt California; currently permit pending for cannabis cultivation. , 2016
  • Negotiated and completed Franchisee agreement to take Menchies to Dubai and Qatar. , 2011

Pro bono / Community Service

Honors

  • Nate Kelly has been awarded as a Rising Start in the Northern California legal community each year since 2016. , Northern California Rising Star, Super Lawyers, 2021
  • The selections are a result of independent research by the team at Super Lawyers® to determine no more than the top five percent of legal professionals in each geographic region. The research team selects no more than two and a half percent of the lawyers in each geographic region to the Rising Stars list.Super Lawyers®, part of Thomson Reuters, is a rating service of lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made using a patented multiphase process that includes a statewide survey of lawyers, an independent research evaluation of candidates, and peer reviews by practice area.  Each candidate is evaluated on twelve indicators including verdicts and settlements, transactions, representative clients, experience, honors and awards, special licenses and certifications, position within the law firm, bar and other professional activity, pro bono and community service as a lawyer, scholarly lectures and writings, education and employment background, and other professional achievements. The Super Lawyers and Rising Stars lists are published in Super Lawyers® magazines and in leading city and regional publications nationwide. Read the full lists of Northern California honorees in Super Lawyers®., Northern California Super Lawyer, Super Lawyers, 2025
  • Nate Kelly has been awarded as a Rising Start in the Southern California legal community each year since 2016. , Southern California Rising Star, Super Lawyers, 2021
  • American Jurisprudence Award in Torts, University of Southern California, 2005
  • Dean’s Award for Outstanding Graduate: College of Behavior and Social Sciences, University of Maryland, College Park, 2005

Educational Background

  • University of Southern California, Gould School of Law; High Honors; Merit Scholarship. , 2005-2008
  • University of Maryland at College Park, B.A., Honors: cum laude, Honors: Phi Beta Kappa, Honors: Dean’s Scholar, Major: Government and Politics - 2005, 2002-2005

Scholarly Lectures / Writings

Other Outstanding Achievements

  • Recognized as a Northern California Rising Star by San Francisco Magazine., 2022
  • Recognized as a Rising Star in the Southern California legal community by Los Angeles Magazine. , 2022
Industry Groups:
  • Entertainment
  • Fashion
  • Finance
  • Startups
  • Technology

Office location for Nathaniel Kelly

201 Spear St
11th Floor
San Francisco, CA 94105

Phone: 415-872-1854

Selections

2 Years Super Lawyers
7 Years Rising Stars
  • Super Lawyers: 2025 - 2026
  • Rising Stars: 2016 - 2022

Attorney resources for Nathaniel Kelly

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