FOUNDATION LAW GROUP - Key Persons


Armen S. Martin

Job Titles:
  • Adjunct Professor
  • Founding Partner
  • Partner
Armen Martin is a founding partner and serves as the Chief Executive Officer of Foundation Law Group LLP. He is a corporate attorney who focuses on mergers and acquisitions, venture capital and securities offerings based in Los Angeles. Armen represents clients in diverse fields including technology, media, financial services, manufacturing, life sciences and telecommunications. Armen has acted as outside, part-time or temporary general counsel of over 500 companies in his legal career. In that capacity he has advised the officers and directors of both private and public companies. He has also assisted his clients in forming joint ventures around the globe. Armen has advised clients in over 150 mergers and acquisitions transactions over the course of his career. Armen's mergers and acquisitions experience includes the representation of numerous companies in sell-side transactions, leading to successful liquidity events for his clients. Armen has also represented a number of acquirors including Warner/Chappell Music, Inc. (a subsidiary of Warner Music Group), Zealot Networks, Inc., Catapult Communications Corporation (acquired by Ixia), Life Technologies (LIFE), Qualcomm Incorporated (QCOM) and Solectron Corporation (acquired by Flextronics). Armen's venture capital financing experience includes representation of companies and investors in well over 200 financings, constituting over $1 billion in aggregate proceeds. The investors in these financings have included a diverse set of funds such as Alloy Ventures, Benchmark Capital, Blueprint Ventures, Canaan Partners, Crescendo Ventures, D.E. Shaw & Co., Draper Fisher Jurvetson, HM Capital Partners, Kleiner Perkins Caufield & Byers, Mayfield Fund, Mission Ventures, Redpoint Ventures, Telesoft Partners and TL Ventures. These venture capital financings have also involved a number of strategic investors, such as Bertelsmann Media Worldwide, Intel, Lions Gate Entertainment, Lucent Technology, Nokia, Qualcomm, Pramer Television, Sony and Warner Music Group. Armen has also represented several public companies in connection with public offerings and securities compliance work including Anworth Mortgage Asset Corporation (ANH), Catapult Communications Corporation (acquired by Ixia), Loronix Information Systems, Inc. (acquired by Comverse Technology), Meruelo Maddux Properties, Inc. (MMPI) and True Religion Brand Jeans (TRLG). In addition to his corporate practice, Armen has represented numerous CEOs and other C-suite executives in connection with the negotiation of employment agreements and equity packages with venture-backed startups and Fortune 500 companies. Before co-founding Foundation Law Group, Armen was a corporate attorney at the international law firm of Steptoe & Johnson LLP. Armen has also practiced at a number of prestigious international law firms including Wilson Sonsini Goodrich & Rosati in Palo Alto and DLA Piper and Manatt Phelps & Phillips in Los Angeles. In addition he has been a partner at Buchalter Nemer and Liner LLP, both in Los Angeles. Armen served as a legal technical advisor for the television show Silicon Valley. Armen is also a member of the Pasadena Angels where he acts as an angel investor and mentor. Armen has lectured extensively about the Jobs Act, Rule 506(c) offerings and equity crowdfunding. Armen is an adjunct professor teaching startup financing at Loyola Law School. He is active in the community having served on the boards of the Armenian National Committee of America Western Region and the ANC Professional Network. He has acted as pro bono counsel to numerous charities and socially conscious organizations including Impact Hub LA, the Art of Elysium, HyeHopes, the Armenian Cultural Foundation, PLANning Health and numerous indigent individuals. Armen received his JD from UCLA Law School in 1998 and is admitted to practice law in California. He received his BA Magna Cum Laude from Claremont McKenna College.

Clark R. Moore

Job Titles:
  • Partner
  • Corporate Attorney
Clark Moore is a corporate attorney based in Silicon Valley, California, whose practice focuses on company formation and general corporate matters, mergers and acquisitions, founder and board representation, and angel, venture capital and public securities offerings across a variety of industries including energy, pharmaceuticals, medical devices, financial technology, real estate and high-tech. Clark began his career as a corporate attorney at the law firm of Venture Law Group located in Menlo Park, California, which later merged into Heller Ehrman LLP, where he worked exclusively with technology start-up founders, companies and venture capital firms doing company formation, private equity financings, mergers, acquisitions and providing general corporate and securities guidance. He later left Heller Ehrman LLP and launched a legal consulting practice focused on the representation of private and public company clients in the energy, pharmaceutical, medical device and high-tech industries. In September 2006, he joined Erin Energy Corporation (NYSE: ERN), an independent energy company headquartered in Houston, Texas, as its acting General Counsel and continued to serve in that role through June 2011, while continuing to maintain his legal consulting practice. Clark currently serves in-house as Executive Vice President and General Counsel at Danville, California-based PEDEVCO Corp. (NYSE MKT: PED), a U.S. publicly-traded energy company engaged in the acquisition and development of strategic, high growth energy projects in the United States. Clark co-founded the company in 2011 and currently handles all legal, compliance, regulatory and securities matters for the company. Clark has also been a founder and/or seed round investor in numerous high-tech, medical device and pharmaceutical start-up companies located in the Silicon Valley and elsewhere, including Catacore Corp. (a private pharmaceutical company developing non-surgical treatments for human cataracts, which he co-founded), MVP-Natural, Ltd. (a private nutraceutical company, which he co-founded), and Sycure Corp. (a private IT integration, cybersecurity and cloud storage firm, which he co-founded), among others. Clark has a passion for forming and funding start-up companies and helping them, their founders and their investors prosper and realize their full potential. Clark received his J.D. with Distinction from Stanford Law School and is admitted to practice law in California. He received his B.A. with Honors from the University of Washington.

Eric S. Beane

Job Titles:
  • Partner
Eric Beane is a Partner at Foundation Law Group LLP where he leads the firm's Labor and Employment group. Eric has spent over 20 years advising clients ranging from family-owned businesses to Fortune 100 global corporations. He works with clients in a range of industries including entertainment, retail, financial services, transportation, insurance, telecommunication, construction, hospitality and manufacturing. Eric has extensive experience in complex litigation, including class action litigation, wage and hour litigation, mass layoffs, trade secret and non-compete issues and ERISA claims. He has defended employers in claims of wage and hour violations, wrongful discharge, employment discrimination, sexual harassment, breach of contract and misappropriation of trade secrets and discrimination pursuant to Title III of the ADA and the California Unruh Act, including accessibility claims involving websites, mobile apps, kiosks and physical locations. Eric regularly counsels employers on employee discipline, employee hiring, wage and hour issues, employee privacy matters and the creation and implementation of new and revised personnel policies. His work also includes drafting executive compensation agreements and separation agreements, especially in conjunction with mergers and acquisitions. He has conducted workplace investigations and provided training on a number of employment related topics. Eric has also been a speaker at numerous class action and employment seminars. He represents employers and management in state and federal courts and before administrative bodies throughout the United States. These include the California State Labor Commissioner, California Department of Fair Employment and Housing, the Equal Employment Opportunity Commission, the United States Department of Labor, the Unemployment Insurance Appeals Board and the Workers' Compensation Appeals Board. Before joining Foundation Law Group, Eric was a partner at the international firm of DLA Piper. Eric is licensed before all California courts, the United States District Court for the Central, Eastern, Northern and Southern Districts of California, and the United States Court of Appeals for the Ninth Circuit. He is a member of the California bar. Eric graduated from the University of Pennsylvania Carey Law School, where he received the M.H. Goldstein Memorial Prize for earning the highest grades in the field of labor law. He received his Bachelor of Science in Industrial and Labor Relations from Cornell University where he was a member of the Phi Kappa Phi and Golden Key National Honor Societies and graduated in the top 10% of his class.

Gregg D. Zucker

Job Titles:
  • Partner
Gregg Zucker is a business litigation attorney whose practice covers a broad range of shareholder and partnership disputes, intellectual property litigation, real estate and breach of contract matters. Mr. Zucker has over 25 years of experience in state and federal courts throughout California and numerous other jurisdictions. Before joining Foundation Law Group, Mr. Zucker was a partner at DLA Piper and a founding partner at Affeld Grivakes Zucker LLP.

Hamilton N. Tran

Job Titles:
  • Partner
Hamilton Tran is a partner at Foundation Law Group LLP advising clients on a broad range of real estate transactions involving asset classes including office, multi-family, mixed-use, retail, high-end residential, industrial, and hotels. Hamilton's practice focuses on negotiating and closing real property transactions, including purchases and sales, debt and equity financings, leasing and subleasing, development projects, and partnership formations and buyouts. In nearly 20 years of experience in both law and business, Hamilton has counseled real estate developers, owners, landlords, tenants and operators, as well as institutional and private lenders and investors. Prior to joining Foundation Law Group, Hamilton was a corporate associate at Brobeck, Phleger & Harrison in Palo Alto, a real estate/hospitality and corporate associate at Jeffer, Mangels, Butler & Mitchell in Century City, a real estate capital markets senior associate at Goodwin in downtown Los Angeles, the General Counsel of retail petroleum company, Pacific, Convenience & Fuels LLC, whose assets were acquired by United Oil and Getty Realty Corp, and principal attorney at his Los Angeles based law office. Hamilton received his Juris Doctor from Stanford Law School in 2002 and is admitted to practice law in California. He received his B.A. with Highest Distinction from the University of California, Berkeley in 1997, where he is a member of Phi Beta Kappa. Hamilton was a United States Fulbright Scholar to Vietnam, 1998-1999. Hamilton is also a California licensed real estate broker.

Kevin D. Hughes

Job Titles:
  • Partner

Michael E. Shaff

Job Titles:
  • Counsel
  • of Counsel
  • Partner at the Irvine Venture Law Firm
Michael E. Shaff is Of Counsel at Foundation Law Group LLP. Michael specializes in all aspects of federal and state taxation, including mergers and acquisitions, executive compensation, corporate, limited liability company and partnership taxation, tax controversies and real estate investment trusts. He brings over 30 years of experience in dealing with complex taxation issues. He is certified by the Board of Legal Specialization of the State Bar of California as a specialist in taxation law. Michael is the past chair of the Tax Section of the Orange County Bar Association. He is co-author of the "Real Estate Investment Trusts Handbook" published by West Group. Michael's practice includes all aspects of federal and state taxation. Michael has been a partner at the Irvine Venture Law Firm, LLP since 1994. Prior to that, he was at the firm of Nordman, Cormany, Hair & Compton LLP in Oxnard, CA. Before coming to California in 1991, Michael had been with the prestigious firm of Kaye Scholer in New York for several years. Michael started his career as a trial attorney for the IRS District Counsel's office in the Eastern District of New York. Michael received his Juris Doctor in 1979 and his LL.M. in Taxation in 1987 from New York University School of Law and is admitted to practice law in California, New York and Massachusetts. He received his A.B. at Columbia College in 1976.

Ruben V. Rabassa

Job Titles:
  • Senior Associate
Ruben V. Rabassa is a senior associate at Foundation Law. He has extensive experience in mergers and acquisitions and has represented numerous private equity funds and both U.S. and European private and public companies in a variety of acquisitions and dispositions, including domestic and international mergers, and stock and asset purchases and sales. Ruben has overseen transactions for clients in the financial services, life sciences, software, retail, and aerospace industries, among others. Ruben also has experience advising and acting as outside general counsel to companies in connection with day-to-day legal matters. Ruben advises his clients' legal and business teams in all aspects of corporate transactions, including corporate structuring, equity compensation plans and structuring, capitalization table design, legal due diligence, and executive employment matters. He frequently manages teams of transactional specialists, paralegals, and non-U.S. advisors in complex corporate matters, including cross-border acquisitions and dispositions. Ruben routinely drafts and negotiates purchase agreements and related acquisition and disposition documents, including term sheets and letters of intent, employment agreements, equity documents, general corporate organizational and governance documents, and representations and warranties insurance policies. Ruben graduated with concurrent Bachelor of Science degrees in Economics and Biological Sciences from Arizona State University in 2012 and received his Juris Doctor from New York University in 2015, where he as a member of NYU's Moot Court Board. Ruben began his career in the Orange County office of Gibson, Dunn and Crutcher, and he has also been an associate in the Los Angeles offices of Wilson Sonsini Goodrich & Rosati and Goodwin Procter. Ruben is a native and proficient Spanish speaker.

Scott J. Lochner

Job Titles:
  • Partner
Scott is a business and intellectual property lawyer who in addition to general business counseling specializes in merger and acquisition (M&A), intellectual property and international transactions in diverse fields, including without limitation, technology, media, consumer products, healthcare, automotive, and hospitality. Scott has spent over 25 years advising clients ranging from family-owned businesses to multi-national corporations headquartered in the United States, Asia and Europe. In addition, he has also acted at times as temporary in-house general counsel for several public and private companies. During his career Scott has advised sellers and buyers in over 150 M&A transactions. Sell-side clients have been primarily privately-held middle market companies and/or their owners and buy-side clients have been primarily large privately-held or publicly-held companies. Selected representative clients have included Kuraya Corporation (now Medipal Holdings Corporation, the largest pharmaceutical wholesaler in Japan) and its subsidiary Kuraya (USA) Corporation (over 10 acquisitions and sales), Bell Industries, Inc. (over 4 acquisitions and sales), Ericson Holding, LLC (2 acquisitions), Sunrise Electric Supply, Inc. (acquired by Ancor Capital Partners), Gametrailers, LLC (acquired by MTV Networks, a unit of Viacom, Inc.), Mars Enterprises/ Jemstone Builders (acquired by Beartree Partners, LLC), Cosco Industries, Inc. (acquired by Personalized business Products, a wholly-owned subsidiary of Taylor Corporation), J.J. Grace Incorporated (acquired by Treasure Chest Advertising Company, Inc.), Apogee Photonics, Inc. (acquired by Cyoptics, Inc.), Groupex Financial Corporation (acquired by Coinstar E-payment Services, Inc.), Blue Ribbon Baking, Inc./ Buena Vista Food Products, Inc. (acquired by Sterling Foods, a company organized and funded by ICV Capital Partners) and Progressive Healthcare Systems, LLC (acquired by Lakeside Healthcare Systems, LLC). Scott has also specialized in transactional intellectual property (IP) matters, predominantly with respect to identifying, protecting and commercializing IP for both high tech and consumer product and service companies. Typical IP projects include assigning, licensing, and otherwise monetizing patents, copyrights (including software), trademarks, service marks, domain names, and trade secrets, and drafting and negotiating national and international sales distribution and/or sales representative agreements, as well as building, expanding (geographically), and extending (into new product/service categories) consumer brands. Selected representative clients have included Hilton Hotels Corporation (over 80 matters), Sonus Networks, Inc., Multilink Technology Corp., Ligos Corporation (over 25 software license transactions), Institute for Biological Research and Development, Inc., True Religion Apparel, Inc., Rock & Republic Enterprises, Inc., JANUS et Cie, Rachel Ashwell Shabby Chic, and Kelly Wearstler, LLLP. A successful inventor, Scott, through his company Lochner Technologies, LLC, has successfully monetized his patents through agreements with nearly 30 large technology companies, including Apple, IBM, HP, Dell, Sony, LG, HTC, and Blackberry Limited, among others. Scott has been a frequent author and speaker on M&A and IP topics. Some of his articles include: S. Lochner, Create Your Ideal Custom Letter of Intent: Why You, the Prospective Seller of a Privately-Held Business, Want and Need Your Own Customized Letter of Intent ("LOI"), Macro Strategic Design, Inc., September 24, 2014. S. Lochner, Build an Experienced, High-Quality M&A Team and Prepare Early: How to Best Improve One's M&A Transaction Outcome (aka "The Early Bird Catches the Worm"), Macro Strategic Design, Inc., August 19, 2014. S. Lochner, Sell-Side and Buy-Side Transaction Tips for Today's M&A Deals: Leading Lawyers on Understanding Recent Legal Developments, Handling Cross-border M&A Deals, and Navigating the Current Economic Climate, at 77-89, Advising Clients in Mergers and Acquisitions (Inside the MindsĀ®), Thomson Reuters/Aspatore, May 2011. S. Lochner, EARN-OUTS: A Useful Tool in M&A Transactions for Bridging Gaps in Perceptions of Business Value, VC Expert's Encyclopedia of Private Equity and Venture Capital, January 2009. S. Lochner, International Joint Ventures: Get the Global Edge, TheM&AAdvisor.com, August 13, 2010. S. Lochner, International Joint Ventures: An Overview, Manatt, Phelps & Phillips, LLP, August 10, 2010. S. Lochner, Building, Protecting and Expanding a Brand, Law360, June 22, 2011.

Sevag Demirjian

Job Titles:
  • Partner
Sevag specializes in all aspects of intellectual property law, including patents, trademarks, copyrights, and IP litigation. He brings over 17 years of legal experience having worked at law firms, governmental organizations and as in-house counsel for private corporations. He is a patent attorney registered with the United States Patent and Trademark Office. Prior to joining Foundation Law Group, Sevag worked for Viacom and the Disney-ABC Television Group, handling intellectual property matters and licensing agreements for their cable networks. He went on to work at a litigation firm in Century City, where he represented California's largest school districts and private corporations in multi-million dollar litigation and labor issues. Sevag then joined a boutique Intellectual Property law firm in Westlake Village, working on patent, trademark and copyright matters. He specialized in patent and trademark prosecution, and IP litigation. In 2013, Sevag joined Foundation Law Group, LLP, specializing in helping start-ups nationwide with their Intellectual Property, technology, and contractual issues, as well as aggressively litigating their intellectual property matters and business disputes. Sevag is licensed before all California courts, the United States District Court for the Central and Southern Districts of California, and the United States Court of Appeals for the Ninth Circuit. He is a member of the California bar, the Armenian Bar Association, the LA County Bar and the San Fernando Valley Bar. He has published numerous trademark articles in Valley Lawyer Magazine. Sevag has been named a Rising Star since 2015 and a Super Lawyer in 2022 by Super Lawyers magazine. He has successfully prosecuted over 850 trademarks worldwide. Sevag's recent notable court cases include: Filing numerous lawsuits in Federal Court to enforce his client's rights against infringing users. Successfully defended his client's right to continue use of their trademark against a large multinational corporation that had accused them of infringement. Represented an independent artist against a major record label. His oral arguments in front of the 9 th Circuit Appeals Court resulted in his client's canceled trademark registration being reinstated. Successfully defended his client's right to continue using their trademark by filing a declaratory relief action after receiving a cease and desist letter. Sevag received his Juris Doctor from Fordham University School of Law in New York. He graduated with a Bachelor of Science in Computer Science from the University of California, Riverside.

Steven D. Lee

Job Titles:
  • Partner