our practice areas

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Advertising & Marketing
Review of advertisements and marketing materials (unfair and deceptive practices) • endorsement agreements • sponsorships • contests and promotions

Entity options and formation (e.g., private or nonprofit; corporation, partnership, or limited liability company) • ownership and funding options • management options • ownership and management agreements (e.g., stockholder and operating agreements), and corporate formalities (e.g., bylaws and meeting minutes) • classes of stock/interests • joint ventures, strategic arrangements, and restructurings • succession planning • mergers and acquisitions (stock or asset) • redemptions • board and committee governance • stockholder demands • fiduciary duties and responsibilities • voting agreements

Compensation, employee benefits, and incentive plans (tax qualified and nonqualified) • employee vs contractor analysis, and agreements  • handbooks, employee policies, and training programs • corporate policies • personnel investigations • claim prevention • work product assignments • non-compete and non-solicitation agreements

Franchise & Private Securities
“Securities” analysis • uniform franchise offering circulars • joint employer issues • private offerings and disclosures • registration and exemptions • growth planning • equity-based compensation and incentive plans • seed and series investments • convertible debt

Promissory notes • SBA and special program loans • commercial loans and refinancings (secured transactions) • closing and post-closing representation

Healthcare (Providers & Vendors)
Practice formation • regulatory safe harbors and rules applicable to internal and external relationships (e.g., stark, anti-kickback, and false claims) • group purchasing • payor/provider agreements • marketing and promotions rules • medical device apps • patient privacy and rights • billing audits • labeling and packaging • medicaid/medicare compliance programs • exclusions • corporate integrity agreements • joint ventures

IP, Internet, & Technology
Intellectual property licensing • copyright and trademark registration and portfolio management • trade secret protection programs • due diligence reviews for corporate deals and financing • artist representation • publishing and media rights • merchandising agreements • ecommerce agreements and website content • SaaS agreements • data transfers agreements

Manufacturing & Trade
Product design • tariff engineering • purchasing • manufacturing agreements • supplier agreements • shipping and transportation • product certifications • labeling • import compliance • customs rulings • focused assessment • compliance improvement plan • distribution agreements • 3PL agreements • foreign corrupt practices act • export controls

Record keeping formalities • tax exemption applications • maintaining tax-exemption status • unrelated business income analysis • fundraising • executive and employee compensation • fiduciary responsibilities • board and advisory committee governance

Compliance programs • industry standards • privacy audits(domestic and foreign laws) • vendor contract review • privacy notices, statements, and disclosures

Real Property
Purchase and sale agreements • office leases • warehouse leases • retail store | shopping center leases • sale leaseback arrangements • real estate development agreements • design build agreements • construction agreements • home | condo owner associations • coops

Income tax consequences of entity decisions, employee compensation, mergers, acquisitions, and restructuring • tax audits (income, withholding, sales, and amusement) • appeals • collections