Business and Corporate Formation and Advice
- Represented startup client in the negotiation of a complex licensing agreement for software owned by a Fortune 500 technology and engineering company.
- Formed an LLC and negotiated multi-owner operating agreement for company that coordinates on-site clinical medical trials; drafted agreements between LLC and pharmaceutical company to provide clinical trial sites.
- Created and filed transactional documents for approval by the Commissioner of Financial Regulation for change of control of a licensed mortgage brokerage.
- Formed and advised commercial clients on creation of a Benefit Corporation to serve a public purpose beyond what is done by the regular business.
Business and Corporate Transactions
- Negotiated a franchise agreement for local purchasers of a national tutoring franchise; formed LLC and drafted operating agreement for investors/owners.
- Represented majority shareholder in a leveraged buy-out of stock in a multi-million-dollar engineering company.
- For a minority shareholder of a New York corporation, successfully negotiated a complex dissolution agreement resulting in a clean dissolution of the company.
- Counsel to purchaser of business assets of (and borrower of funds to buy) an ongoing, multi-location service business.
- Negotiated and drafted, for non-profit historical society, swap of land to the society for an agreement with the developer to manage the property in perpetuity.
- Prepared stock subscription agreement for corporation to raise capital, including the filing of applicable securities disclosures.
Business Dispute Resolution
- Represented a business client in claim by a national credit card servicer for breach of contract and excessive punitive early termination fees.
- Represented business owner in non-compete claim by former employer.
- Counsel to institutional owner of land in declaratory judgment lawsuit against adjacent owner relating to alleged breach of covenants.
- Court-appointed mediator in commercial disputes.
- Represented non-profit client in matter involving financial mismanagement by key personnel of organization. Coordinated efforts and reviewed findings of forensic auditor and private investigator to determine scope and breadth of financial wrongdoing.
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