Corporate Transactions & Compliance

We provide innovative and cost-effective legal solutions for complex transactions for public companies, closely-held businesses, non-profit organizations and government clients. Our goal is to draft agreements that best position clients to accomplish strategic objectives, avoid disputes, comply with applicable law, and reduce legal exposure, without incurring substantial expense should a problem arise. We counsel our clients in connection with a variety of corporate transactions to protect their businesses, such as negotiating, drafting and reviewing vendor/supplier agreements, professional service agreements, joint venture agreements, franchise agreements, employment agreements and web site terms and conditions and privacy policies.

Representative Matters:

  • Counseled seller in a private placement auction of an $80 million dollar note, where underlying assets included 22 triple net leases in three different states.
  • Counseled national bank on debt restructuring strategy, including advice on exercising confession of judgment cross-default rights and cross-collateralization, and negotiating forbearance and loan extension agreements.
  • Negotiated favorable terms of asset purchase and sale agreement and managed integration of assets acquired for regional food and beverage distribution company.
  • Drafted vendor/supplier agreements and prepared non-solicitation and non-circumvention agreements protecting customer and vendor relationships for chemical company.
  • Negotiated advertiser and vendor contracts on behalf of digital marketing company.
  • Represented client in joint venture to create a highly lucrative entity with public figure.
  • Advised hospitality company in resolving potential disputes with two customers and negotiated revised contracts with customers to achieve a positive outcome for the client.
  • Implemented systematic reviews, updated and modified vendor and events contracts and management agreements for various companies in the technology, chemical, hospitality, media, and meeting planning industries.
  • Advised numerous partners in privately-held businesses in sale or purchase of partnership interests.

Compliance

With an eye toward improving day-to-day operations and helping clients achieve long-term business goals, our expert compliance team proactively tackles complex legal questions with respect to employment, corporate governance, data security, health care and investment management. We keep clients up to speed with existing laws and anticipated statutory and regulatory changes to consider in their business operations. In addition, we provide support with internal audits and investigations, as well as training to our clients on federal, state, and local compliance issues. Our team brings a depth and variety of experience, as our attorneys have served with federal, state and local agencies, and advised private sector clients in various industries, including higher education, energy, and financial services.

Representative Matters:

  • Counseled financial services institution and educational institutions on website accessibility issues under the Americans with Disabilities Act (ADA).
  • Served as neutral fact-finder in internal investigations, audited and prepared new policies, and advised institutions of higher education of legal obligations under FERPA, ADA, Title IX, and the Clery Act.
  • • Counseled hospitality clients on Federal Trade Commission (FTC) guidelines and federal and state employment laws in connection with social media use, including drafting social media policies, and advising on industry-specific risks with the use of social media for marketing and advertising.
  • Counseled educational technology company on compliance with the Children’s Online Privacy Protection Act (COPPA).
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