The Firm assists its clients in a variety of matters, including, but not limited to, the following:
- Drafting incorporation and organizational documents, such as, charters and by-laws, and drafting and negotiating shareholder agreements, partnership agreements and limited liability company agreements.
- Advising clients with the purchase or sale of his, her or its interests in companies, partnerships or limited liability companies.
- Drafting and negotiating all legal documents required by each purchase, sale or investment transaction, including but not limited to, Letters of Intent, Purchase Agreements, Repurchase (or Buy-Back) Agreements, Stockholders Agreements, Registration Rights Agreements, Redemption Agreements, Option Cancellation Agreements and Contribution Agreements.
- Drafting and negotiating manufacturing agreements, licensing agreements, component supply agreements, agency agreements, services agreements, independent contractor agreements and other third party agreements.
- Assisting clients with creation and/or renewal or termination of his, her or its relationships with manufacturers, vendors, suppliers, distributors, licensors, licensees, landlords, tenants, employers, employees and independent contractors.
- Reviewing and counseling clients of his, her or its rights and obligations under all verbal or written agreements to which he, she or it is a party to.
- Drafting and negotiating Employment Agreements on behalf of employers and employees.
- Drafting and negotiating Lease Agreements (including, ground leases) and Real Property purchase agreements for residential as well as commercial real estate on behalf of sellers.
- Drafting and negotiating Noncompetition Agreements and Confidentiality Agreements.
- Negotiating short-term and/or long-term credit facilities on behalf of borrowers or lenders and drafting (or reviewing/commenting on) appropriate documentation, including Term Sheets, Credit Agreements, Security Agreements, Pledge Agreements, Collateral Agreements, Assignment Agreements and all other ancillary credit documents.
- Drafting and negotiating amendments and restatements, consents, and waivers to the above listed agreements or any other legally binding documents.
- Drafting Directors, Shareholders, or Members Resolutions and Minutes. Maintaining Minute Books.
- Reviewing documents and preparing Due Diligence Memoranda and/or Issues Lists summarizing the documents and the issues raised thereby.
- Educating and instituting a review process within companies with respect to how and when to request the assistance of attorneys.
- Preparing appropriate governmental filings (other than tax returns) required by federal or state governmental agencies.
- Working with client and its registered agent to bring companies into good standing.
- Researching licensing requirements for corporation interested in engaging in commercial lending in the entire United States; and licensing such corporation in 10 of the 50 states.
- Preparing memoranda detailing post-licensing maintenance requirements.
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