Practice Areas
- Contracts (Confidentiality, Employment, IP licenses, Independent Contractor, terms and conditions of sale and purchase)
- Drafting
- Review, advice and negotiation
- Business Transactions
- Purchase and sale of goods and services
- Stock offerings
- Advice re compliance with state and federal regulations
- Drafting offering documents
- Resolution of business disputes (outside litigation)
- Business Formations/Startups
- Formation of corporations, limited liability companies, partnerships, joint ventures and sole proprietorships
- Advice on differences in forms of entities
- Advice on relative costs
- Preparation of partnership agreements, shareholder agreements, LLC operating agreements, joint venture agreements, articles of incorporation and related documents
- Filings with local and state authorities
- Obtaining permits and licenses:
- Dealing with City of Palm Springs, Riverside County, City of Santa Rosa, Sonoma County, State of California, IRS
- Purchases and sales of businesses, sometimes called “mergers and acquisitions”
- Due diligence
- Drafting of acquisition agreements for:
- Preliminary Agreements, including Letters of Intent, Confidentiality Agreements, and Term Sheets
- Preparation of Ancillary Agreements, including Employment Agreements, Transition Services Agreements, Assignments, Deeds and Bills of Sale
- Negotiation
- Closing
- Buy-Sell Agreements
- Leases
- Preparation of new leases
- Review and negotiation of existing or proposed leases
- General counseling
- Resolution of disputes, selection of form of entity, dealing with authorities
- Advice on basic intellectual property issues
- Advice on basic employment law issues