- Advised numerous clients on startup/new entity selection, including which entity (LLCs, series LLCs, C-Corps, S-Corps, limited partnerships, professional corporations, holding companies and more) and state selection, including assisted with the filing and drafting of entity documents, such as Bylaws, Operating Agreements (LLC Agreements), Term Sheets, Subscription Agreements, Shareholder Agreements, Stockholder Agreements, Private Placement Memorandum and Summary of Key Terms.
- Legal Advisor for a think tank and design-innovation incubator dedicated to exploring the nexus of architecture, neuroscience and gaming to build better futures for humanity.
- Structured and setup multi-state entity operation for franchising, including LLCs, and professional corporations and brought together team for tax advice implications; also drafted numerous operating agreements and other formation documents, qualified entities to do business and obtained DBAs.
- Conducted due diligence for both startups and investors and drafted consulting agreements and various contracts to evidence investments.
- Revised complete package of funding agreements, provided by client that assists startups with business funding.
- Conducted and participated in corporate board meetings as general counsel and investor/owner/executive’s personal counsel, along with dealing with corporate governance issues and drafting and negotiating corporate documents, including bylaws, shareholder and stock agreements and minutes.
- Assisted a New York hedge fund with expansion to California through lease negotiation, advising on employment laws and obtaining local licenses and business permits.
- Advising clients about insurance coverage and policies to facilitate transactions.
- Drafted/revised/negotiated numerous client/customer/service/sales/vendor agreements for clients’ businesses.
- Negotiated a software agreement, which was provided by an international company for a client providing data analytics.
- Provided Cannabis and CBD legal research for manufacturers and investors.
- Assisted several clients with obtaining funds and rights in loans that were in default by the other party.
- Reviewed and advised about website language and proper legalese.
- Reviewed terms of educational accreditation student agreement.
- Reviewed entity documents for ways to expel a member from an entity and conducted legal research, in anticipation of a business divorce and assisting with the separation.
- Created simple corporate documents for sole shareholder, officer and director.
- Reviewed commercial loan documents and helped client negotiate and understand risks, including advising client on how to put pressure on banks to get the deal done in a timelier fashion.
- Assisted client with transferring loan documents between entities.
- Revised contract for multi-million-dollar sponsorship deal to protect clients from intrusive practices by the contracting party and ensure commissions are properly earned.
- Drafted a bill of sale for the purchase of a luxury car for a client.
- Drafted a consulting agreement for a wine consultant.
Mergers & Acquisitions
- Conducted due diligence and helped client with assessing potential restaurant acquisition, while assisting other clients with potential business acquisitions.
- Revised and negotiated an asset purchase agreement for the sale of a health and wellness franchise.
- Drafted and revised Bylaws and advised on IRS regulations for several non-profits.
- Negotiating severance benefits for employees to increase benefits.
- Assisted client with dealing with a difficult employee and answering many California law questions, including on moonlighting.
- Drafted and negotiated employee’s offer letters, employment agreements and separation and releases.
- Advised client on how to deal with the CA Employment Development Department’s (EDD) letters and matters.
- Advising clients about new California’s new labor laws: the AB5 employee v. independent contractor rules, and amended and revised worker agreements, along with researching alternatives.
- General Counsel for a multi-state medical spa, including advising on corporate governance issues, forming new entities, healthcare regulatory compliance, drafting agreements, advising on transactions, intellectual property, advertising and employment law issues.
- Negotiated numerous partnership agreements, including a physician partnership agreement, while advising the client about Stark/Anti-kickback laws.
- Negotiated a clinical study agreement for a physician, along with corresponding billing arrangement.
- Advised physician client about the issues with becoming the medical director for a medical spa, while also counsel for medical spas and able to seal the deal with physicians to become medical directors for the medical entities entering into management services agreements with medical spa (management services organizations).
- Assisted plastic surgeon with partnering up with an aesthetician by putting proper agreements in place.
- Composed memo about risks and legality of a medical device.
- Assisting physician with HIPAA and Power of Attorney issue with medical record issue.
- Assisted numerous physicians with fictitious name permit applications.
- Conducted research for Medical Spa regarding a possible complaint made to medical board.
- Drafted and negotiated medical device sale, lease and usage agreements.
- Prepared sales agreements including the purchase agreement, purchase order and receipt of delivery for client’s health, wellness and beauty products.
- Assisted clients with hospital and surgical facility incident reports and responses.
- Counseled primary care healthcare management company on how to deal with a physician who was attempting to weasel out of the management service agreement and assisted with resolving the issue.
- Counseling numerous clients on California laws as they relate to legal payment structures between management companies and physicians/professional corporations.
- Assisted client with research and placement of a medical director and facilitated their negotiation of the terms of the deal, while composing final medical director agreement.
- Instructed client how to setup a medical device leasing service in California.
Real Estate Law
- Assisted many clients with commercial lease, shared space and sublease negotiation for retail and office space.
- Advised and assisted with the acquisition of property, using a 1031 exchange, to be held in a holding company.
- Advised client about PPM as it related to a real estate development fund and project and co-counseled with securities counsel.
- General counsel services for design-build company, building LEED certified modular homes, dealing with new construction and design contracts.
- Drafted and negotiated home design client contract for designer.
- Reviewed and revised general contractor’s remodeling agreement.
- Drafted option for a screenplay and advised about other ways to monetize creative endeavors through joint venture agreements and other legal means.
- Assisted songwriter with copyright and other intellectual property protection.
- Production counsel and drafted co-producer agreement and other documents for a documentary film production.
- Co-counseled with a music law specialist on a music producer agreement for a client.
- Revised and punched up scripts, books, articles, treatments, synopsis and other writings in media/entertainment.
- Pitched numerous scripts, books, articles for publishing, production and other entertainment deals, along with negotiating options and other related agreements.
- Advised numerous marketing, digital media and social media consultants about false and misleading advertising, the Federal Trade Commission and revised or drafted their client agreements.
- Obtained trademarks, advised about licenses and patent protection for clients in various industries, including, medical device, food & beverage, cosmetics and dietary supplements.
- Enforced license rights for a designer through a demand letter and legal correspondence.
- Assisted with the take-down of revenge porn through DMCA take-down demand letters.
- Responded to copyright infringement DMCA take-down demand letter and negotiated license deal.
Settling and Resolving Disputes
- Resolved multi-million-dollar personal dispute that involved negligence, concealment/ misrepresentation, sexual battery, intentional infliction of emotional distress and domestic violence.
- Settled case for a healthcare client who was sued by one of the nation’s largest retailers involving breach of contract and insurance claims, for only a fraction of the amount of the claim, including legal costs.
- Obtained a settlement on behalf of a physician inventor- investor in a million-dollar contract for a technology business, without having to file a complaint or submit to ADR.
- Resolved various employment and partnership disputes on both sides of the table, through representing business owners/employers, employees and independent contractors.
- Assisted numerous clients with the expedited collection of unpaid invoices and fees, through demand letters and legal correspondence.
- Championed the removal of a defamatory Yelp review and other negative online reviews and libelous reports off of various review websites and news resources.
- Resolved personal dispute involving ex-fiancés, along with helping them unwind their joint ventures and assist client with separation from business involvement.
- Hired by client to deal with a negative Yelp review by a patient, which was immediately removed after one call with the patient.
- Took a separation and release and turned it into a simple letter and email confirmation, while advising clients of risks of not utilizing a longer agreement.
- Assisted with breach of contract matter that enabled client to enforce the terms and recover several months of revenue generated from a Patreon account.
- Mediated issues between business partners to facilitate professional relations and enforce fiduciary duties.
- Assisted with the separation of business partners (AKA business divorce), when the company had no buy-sell clause and facilitated the transfer of equity back to the company and memorialized the business deal.
- Reviewed litigation matter with client when client’s business was sued and advised client about risks, options and assisted with preventing a dispute with the business and the client’s business partner.
- Conducted legal research and drafted policies for the Federal Judicial Center in Washington, D.C.
- Drafted language for proposed federal statutes, after researching public policy.
Referrals/General Counsel Services
- Overseeing and managing outside counsel, including auditing legal bills, negotiating reductions in fees and resolving fee disputes with clients’ previous lawyers.
- Reduced or eliminated many outside counsel/vendor/consultant/etc. bills and invoices for excessive fees or over-billing, for both clients and as in-house counsel for several companies.
- Co-counsel and referrals to attorneys in states outside of California when clients have interstate or multi-jurisdictional matters, including, Nevada, Arizona, Texas, New York, New Jersey, Washington DC, Washington state, Ohio, Delaware, Florida, Hawaii, Kentucky, Maryland, Georgia and more.
- Referrals to lawyers around the world, including, Canada, Australia, the UK, France, Spain and more.
- Partner of Aliant, LLP, an International Law Firm with locations and attorneys in Argentina, Brazil, Cypress, Finland, France, Hungary, Israel, Italy, the Netherlands, Poland, Spain, Nigeria, China and Lebanon.
- Referrals to litigation and trial lawyers, patent lawyers, intellectual property specialists who handle trademark office actions, family law matters, personal injury, creditor and debtor bankruptcy issues, workers compensation cases, tax and securities attorneys, and more.
* If you are looking for verdict/settlement/monetary amounts that our firm has assisted clients with recovering or saving, please see our FAQs tab, for the question: How much money have you recovered or helped your clients’ save?