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 Selected to Rising Stars: 2016 - 2022
Virtual Appointments Free Consultation

Law Offices of Nate Kelly

201 Spear St
11th Floor
San Francisco, CA 94105 Visit website

Details

ATTORNEY | ADVISOR | ADVOCATE

Nate Kelly is a business attorney and startup specialist with extensive deal making and litigation expertise:

$100M+ in securities transactions;
$150M+ in start-up client revenue; and
$100M+ negotiated settlements.

The Law Offices of Nate Kelly represent businesses and individuals when involved in business and money disputes, with a particular specialty in bet-the-company litigation and business buy-outs. Having negotiated contracts (deals and settlements) of more than two hundred million dollars ($200,000,000) over the last decade, our results speak to our capabilities and track record of success. 

Dispute Resolution and Litigation

Nate Kelly is a stand-out negotiator, who focussing on achieving real word (as opposed to on-paper) wins for his clients. He represents businesses and individuals involved in contract related disputes, with a particular expertise in bet-the-company litigation. He has successfully resolved more than $200M+ in disputes and led settlement negotiations that resulted in over $100M+ in payments to his clients. 

Nate Kelly is admitted to the Supreme Court of California and the U.S. District Courts for the Central and Northern Districts of California and has successfully resolved matters during pre-litigation, litigation, mediation, arbitration, and trial in U.S. State and Federal Courts throughout the Country. 

Transactional and Startup Counsel

Nate Kelly also provides business advising, contract drafting, and negotiation services. He is a uniquely qualified startup specialist with extensive contract drafting and contract negotiation expertise, resulting in $100M+ in securities transactions and $200M+ in start-up client revenue.

Offering strategic advising for businesses, brands, creatives, entrepreneurs, founders, investors, nonprofits, political organizations, and startups; Nate Kelly advises clients from concept, to operations, to sale; negotiating high level partnerships and successfully guiding clients through complex and important matters. He serves as private counsel, corporate officer, board member; as well as a public and private advocate for business, civic, environmental, charitable organizations, in additional to advocating on behalf of political issues as well as candidates for local, statewide, and national political offices.

Education

Mr. Kelly is a 2005 cum laude graduate of Bachelor of Arts in government and politics from the University of Maryland at College Park, where he obtained the Dean’s Award for Outstanding Graduate. In 2008, he went on to secure his Juris Doctor from the University of Southern California Gould School of Law, Los Angeles. At law school, he was the recipient of the merit scholarship and the American Jurisprudence Award.

Awards and Recognition

Mr. Kelly was selected among America's Top 100 Bet-the-Company Litigators for 2024. Only the top 100 qualifying attorneys in each state will receive this honor and be selected for membership among America’s Top 100 Bet-the-Company Litigators®.  With these extremely high standards for selection to America’s Top 100 Bet-the-Company Litigators®, less than one-half percent (0.5%) of active attorneys in the United States will receive this honor — truly the most exclusive and elite level of Business Litigators in their communities.

After being recognized as a Rising Star in both San Francisco and Los Angeles seven times, Nate Kelly was recently named as one of California's "Super Lawyers", an award reserved for the top 5% of all California attorneys. 

Rated 10/10 on Avvo.com.

Mr. Kelly has received also received recognition from state and local leaders for his charitable work rebuilding basketball courts in underprivileged communities. 

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):
  • 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/Awards:
  • 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
  • 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

1 Year Super Lawyers
7 Years Rising Stars
  • Super Lawyers: 2025
  • Rising Stars: 2016 - 2022

Attorney resources for Nathaniel Kelly

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