Business Services
Legal services for every stage in the lifecycle of your business.
Corporate Formation & Maintenance
We can handle every aspect of your business set up and governance, from entity planning through dissolution. Our services include:
- forming corporations and other business entities
- maintaining corporate records
- serving as registered agent
- providing annual corporate records updates to maintain the corporate form and preserve liability protection
Case Study: A high net-worth client was entering into a complex business transaction involving acquisition of the assets of a profitable business along with the real estate leased to that business. After taking an in-depth look at the challenges facing both the business and the real estate, we created a corporate plan to provide our client with the liability protection and investment flexibility he needed and preserve the transferability of various assets to meet his ultimate goals.
All aspects of the multi-entity formation were handled quickly and efficiently, and the client was pleased with the results.
Case Study: Several years ago, we represented a new client being sued for breach of contract involving a residential remodeling job. As we examined the client’s standard contract (drafted by another attorney), we noticed several omissions that would have likely minimized or even eliminated the litigation. Once the court case was settled, we rewrote our client’s contract to prevent similar disputes from arising and reduce the possibility of technical breaches. For a relatively small fee, our client gained protection from future litigation and the loss of many more thousands of dollars.
Contract Drafting, Negotiation & Review
One of the most valuable services we offer your business is creating and negotiating contracts. We have extensive experience in this area and will customize our services to your business’s unique needs. Rather than trying to “cram” the particulars of your contracts into a generic template, your contracts will reflect the actual deal as well as your business model. We also review contracts you’re asked to sign to make sure the terms and conditions are clear and fair.
Contract Drafting, Negotiation & Review
One of the most valuable services we offer your business is creating and negotiating contracts. We have extensive experience in this area and will customize our services to your business’s unique needs. Rather than trying to “cram” the particulars of your contracts into a generic template, your contracts will reflect the actual deal as well as your business model. We also review contracts you’re asked to sign to make sure the terms and conditions are clear and fair.
Case Study: Several years ago, we represented a new client being sued for breach of contract involving a residential remodeling job. As we examined the client’s standard contract (drafted by another attorney), we noticed several omissions that would have likely minimized or even eliminated the litigation. Once the court case was settled, we rewrote our client’s contract to prevent similar disputes from arising and reduce the possibility of technical breaches. For a relatively small fee, our client gained protection from future litigation and the loss of many more thousands of dollars.
Mergers & Acquisitions
We’ve handled a wide variety of mergers and acquisitions ranging from the sale of small, family-owned businesses to the complex swapping of stock between multi-million-dollar companies. We have the experience to guide you through the due diligence and contract performance to close the sale—or in some cases—to advise you to walk away from the deal.
Case Study: A long-time client with a successful business came to us with an offer from a competitor to buy the business out. We handled every aspect of the transaction, keeping the client informed at each step. We made sure the price was right and that proper collateral was obtained to protect our client on the owner-financing part of the transaction. After all of the inventory appraisals were completed, we closed the sale at the client’s facility.
Case Study: A client with annual revenues in the tens of millions of dollars range needed to completely revise their employment agreements. We began what could have been a very touchy process by meeting with both management and employees to get their input. Once we understood the factors that were most important to each, we made recommendations to the employer and drafted new agreements. The new contracts ensured all of the employees continued involvement with the business and included rewards for their contribution to the company’s success.
Employment Agreements
We represent both employers and employees in the drafting, negotiation, and revision of Employment Agreements, including restrictive covenants (although not at the same time). In many situations, particular employees are critical to the success of the business. In these cases, we’ll develop an agreement that “locks in” critical employees with terms that are fair and responsible and that create a win-win situation for both parties.
Employment Agreements
We represent both employers and employees in the drafting, negotiation, and revision of Employment Agreements, including restrictive covenants (although not at the same time). In many situations, particular employees are critical to the success of the business. In these cases, we’ll develop an agreement that “locks in” critical employees with terms that are fair and responsible and that create a win-win situation for both parties.
Case Study: A client with annual revenues in the tens of millions of dollars range needed to completely revise their employment agreements. We began what could have been a very touchy process by meeting with both management and employees to get their input. Once we understood the factors that were most important to each, we made recommendations to the employer and drafted new agreements. The new contracts ensured all of the employees continued involvement with the business and included rewards for their contribution to the company’s success.
Commercial Leasing
Commercial leases are typically a business’s biggest liability. And on top of that, commercial landlords often require personal guaranties from the owners of the company as well from the business. So few decisions are more important to the success of a new business than their lease.
We work with a network of brokers and agents to verify you’re being charged a fair amount for the space and to ensure that adequate protections are included in the lease that allow you to recoup your significant investment.
We represent tenants and landlords (not in the same transaction), and have extensive commercial leasing experience including:
- Warehouse
- Restaurant
- Convenience Store
- Shopping Mall
- Strip Mall
We’ve represented large national franchise tenants and some of Atlanta’s biggest commercial landlords.
Case Study #1: My client’s business was accused of breaching its lease agreement for reasons other than money. After repeated negotiations with the landlord and their attorney, we were able to preserve the lease and resolve the matter out of court. We then amended the lease to prevent this issue from ever arising again in the future.
Case Study #2: A client came to us with a commercial lease for a new retail establishment. We negotiated the lease and were able to reduce the monthly rent, extend the free rent period, install contractual safeguards against premature termination and — most important— we were able to reduce the amount of time the client was required to provide personal guaranty as the owner of the business.
Case Study: A client needed protection of a service mark (essentially the same as a Trademark, except it’s used in connection with the sale of Services rather than Goods) prior to the launch of their new project. We took proactive action to research the proposed mark and clear it for use, register the mark under an “Intent to Use” basis and finally, once use began, registering the trademark on the principal register of the United States Patent & Trademark Office.
Trademark & Copyright
Intellectual property is one of the most overlooked business assets. We can handle all of your trademark and service mark needs including:
- Reviewing proposed names for availability and protectability
- Registration
- Cancellation proceedings
- ICANN (Internet Corporation for Assigned Names and Numbers) Domain Dispute Resolutions
- Licensing
We have registered copyrights for software worth hundreds of thousands of dollars, as well as for musical compositions, literary works, and other creative properties.
In many cases, trademarks and copyright can be handled on a flat-fee basis.
Trademark & Copyright
Intellectual property is one of the most overlooked business assets. We can handle all of your trademark and service mark needs including:
- Reviewing proposed names for availability and protectability
- Registration
- Cancellation proceedings
- ICANN (Internet Corporation for Assigned Names and Numbers) Domain Dispute Resolutions
- Licensing
We have registered copyrights for software worth hundreds of thousands of dollars, as well as for musical compositions, literary works, and other creative properties.
In many cases, trademarks and copyright can be handled on a flat-fee basis.
Case Study: A client needed protection of a service mark (essentially the same as a Trademark, except it’s used in connection with the sale of Services rather than Goods) prior to the launch of their new project. We took proactive action to research the proposed mark and clear it for use, register the mark under an “Intent to Use” basis and finally, once use began, registering the trademark on the principal register of the United States Patent & Trademark Office.
Estate Planning
Far too many businesses fail to create a plan for what will happen if one of the partners were to die. Nothing can cause more disruption—to the business, or to the remaining partners and family members. We can help you resolve this hole in your strategy and create peace of mind for you, your partners, and your loved ones.
Case Study: Two long-time business partners came to us to create a plan in the event of one partner’s untimely passing. They both were concerned about how to transfer the business interest to the other while also making sure the deceased partner’s loved ones would be appropriately compensated. After explaining the conflict of interest and obtaining a written waiver, we drafted new estate plans for each partner. We also amended the partnership agreement to include plans for a smooth transition, should one of them pass. We used insurance policies to protect each partner’s family, and to ensure that the company would have sufficient capital to compensate the family of the deceased partner for the value of the business owned by that partner.
Case Study: After running a successful financial services company for twenty years, my client was ready to step down, sell his business, and retire. The first thing I did was have his business formally appraised which raised the sale price by several million dollars. I took care of all of the details to give my client peace of mind around the completion of his self-made career. I negotiated the contracts to include a high annual salary until retirement and created an Estate Plan to handle the funds from the sale and ensure that his intentions for his family and loved ones would be met at his passing.
Exit Planning
For serial entrepreneurs, who regularly start, build, and sell businesses, the exit strategy is an integral part of their business plan. However, if that’s not your business model, it can be easy to focus all of your attention and energy on simply starting and running your business and not think about – or plan for – how to leverage your investment if you want to retire or start something new. I can help you make a strategic plan that will allow you to maximize your pay out or limit your losses.
Exit Planning
For serial entrepreneurs, who regularly start, build, and sell businesses, the exit strategy is an integral part of their business plan. However, if that’s not your business model, it can be easy to focus all of your attention and energy on simply starting and running your business and not think about – or plan for – how to leverage your investment if you want to retire or start something new. I can help you make a strategic plan that will allow you to maximize your pay out or limit your losses.
Case Study: After running a successful financial services company for twenty years, my client was ready to step down, sell his business, and retire. The first thing I did was have his business formally appraised which raised the sale price by several million dollars. I took care of all of the details to give my client peace of mind around the completion of his self-made career. I negotiated the contracts to include a high annual salary until retirement and created an Estate Plan to handle the funds from the sale and ensure that his intentions for his family and loved ones would be met at his passing.
OTHER AREAS OF PRACTICE
Dispute Resolution
When agreements go off the rails, I’ll get them back on track. I offer both litigation and mediation services to handle your issue in the most effective and efficient way.