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Commercial and General Corporate Advisory

Our clients rely on us to handle commercial contracts and day-to-day issues that arise in the operation of their businesses. We draft and negotiate all types of contracts, including product development, manufacturing, consulting and independent contractor agreements, sales and distribution contracts, supply contracts, reseller agreements, marketing agreements, licensing agreements, services contracts, outsourcing agreements, noncompetition agreements and dispute settlement agreements.

We structure employment and consulting agreements and advise clients on labor and employment claims and disputes. For many clients, we serve as outside general counsel, providing coordinated management of all their legal affairs, and advice and guidance with regard to general corporate matters, such as corporate governance and the rights and duties of management and equity holders.

  • Represented a data collection company in entering into a joint venture with its biggest competitors, resulting in vastly improved profitability.
  • Served as outside general counsel to a Silicon Valley start-up company developing patented video display technology, and advised on multiple rounds of venture capital financing and various commercial agreements.
  • Counseled a commercial bank with ISDA swaps and repurchase agreements on management of interest rate risk and related matters.
  • Represented a seller of extended automobile service contracts in setting up a multi-million-dollar producer-owned reinsurance program for the retention and investment of premium reserves.
  • Represented a U.S. distributor in negotiating an exclusive distribution agreement with Italian supplier of electronic security products.
  • Developed for food industry client standard forms of food service management agreements for use with companies, schools, and mail-order food delivery services.
  • Formation of a hedge fund for acquisition and disposition of fine arts.
  • Assisted a publicly traded company in its termination and buy-back of a distribution agreement.
  • Helped a subcontractor that manufactures railcar equipment avoid default on contractual obligations that would trigger guaranties by its Japanese parent company.
  • Assisted a publicly traded company in a distribution agreement for medical device products.
  • Assisted a publicly traded company in the termination of a revolving credit agreement and the entry into a replacement agreement.
  • Represented licensor of branded products in drafting and negotiating license agreement.