Business and Formation Planning
As business owners ourselves, we intuitively understand your need for efficient and practical solutions. We pride ourselves on planning ahead – two, three or more steps – to help you avoid problems before they arise. Our business services include:
- Start-up, Formation, and General Counsel
- Employment Agreements and Policies
- Corporate Finance
- Purchase and Sale, Merger, and Buy-Sell Agreements
- Commercial Contracts, including Technology Licensing
- Regulatory ComplianceTaxation, including Not-For-Profit 501(c)(3)
- Succession Planning
We are well-versed in the formation and management of many business entities, including corporations, limited liability partnerships, and limited liability companies. Working with many closely-held businesses over the years, we are mindful of the choice of entity tax considerations and the complex mechanics of pass-through taxation, whether partnership, LLC or S Corporation. We possess the knowledge and practice experience to ensure your agreements are structured in compliance with tax laws and to maximize tax advantages and minimize tax pitfalls.
Contracts & Agreements
Contracts are the lifeblood of your business, and getting them right now is the best way to avoid expensive litigation later. We draft, review, and negotiate contracts and agreements for individuals and businesses in a variety of contexts, including:
- Sales contracts
- Partnership agreements
- Commercial property or equipment leases
- Distribution agreements
- Indemnity agreements
- Employment agreements
- Licensing contracts
- Franchise contracts
- Supply agreements
- Construction and subcontractor agreements
- Real estate purchase and sale contracts
- Nondisclosure agreements
We can handle contract drafting or review for businesses of any size and welcome inquiries from individuals and businesses in all industries.
When it comes to real estate, we can manage transactions of any kind, including assessing the complex real property, corporate, transactional, finance, litigation, and environmental and insurance recovery issues at play. Our expertise allows us to manage any simple or complex real estate project when and where you need our help.
Purchase and Sale of a Business
No matter the size of your business purchase or sale, our team of experienced corporate and commercial transactional attorneys can deliver the advice and guidance you need to ensure your transaction is seamless from offer to close.
We can help with contract drafting, review and negotiation, due diligence, and preparation and review of closing documents. Our business law attorneys offer comprehensive services, including:
- Due Diligence
- Non-disclosure agreements
- Letters of intent
- Contracts for purchase and sale
- Asset and stock purchase agreements
- Promissory notes and security contracts
- Lease review and assignment
- Non-compete agreements
- Closing documents
When you’re buying or selling a business, we can make sure your deal is clear as to which assets will be transferred, which liabilities will be assumed and how outstanding liens will be managed.
Our practice involves many kinds of real estate matters, including purchase and sale, leasing, finance, 1031 exchanges, title issues, boundary disputes, easements and covenants, LLC and LLP formation, and construction and development. We understand that real estate can be personal, business, or both, and have the knowledge, experience, and skill to guide you through the most complicated and difficult scenarios, including tax planning.
Leases, Assignments, and Other Transfers of Interest
Running your business is difficult enough without having to worry about the intricacies of your company’s leases and assignments. Our experienced team of attorneys can manage any transfer of interest, including the drafting or review of leasing or assignment documents. The best defense against costly and time-consuming litigation later is contracts that are well-drafted and protect your interests now, and we can help. We welcome inquiries from parties on all sides of any lease or assignment transaction.
Business and Real Estate Dispute Resolution
No matter how carefully you try to protect yourself, business and real estate disputes are a fact of life, but business or real estate disputes don’t always have to mean expensive litigation. Our attorneys believe in pragmatic problem-solving tactics and the efficient, cost-effective resolution of your disputes. We handle the negotiation and resolution of business disputes of all sizes, including breaches of contract, partnership disputes, business-to-business conflicts, and employment disputes. By some estimates, over 90% of legal disputes never see the inside of a courtroom — let us help you to resolve your business and real estate disputes without the cost and disruption of litigation.
Federal Tax and Not-For-Profit
Taxes affect the bottom line for businesses and individuals alike. We are sensitive to these considerations and work with our clients, their accountants and other advisors to find the most practical solutions for tax issues.
We are experienced in tax-free mergers and acquisitions, asset sales, spin-offs, liquidations and restructurings, as well as tax considerations regarding raising capital and employee compensation.
Working with many closely-held businesses over the years, we are also mindful of the choice of entity tax considerations and the complex mechanics of pass-through taxation, whether partnership, LLC or S Corporation.
For real estate transactions, we handle 1031 like-kind exchanges, sale and leasebacks, and real estate investment trusts and the like. We are also well versed in tax-exempt, not-for-profit taxation, from company formation through filing and obtaining 501(c)(3) exempt status and beyond.
If need be, we are ready and willing to represent you or your business in dealings with the Internal Revenue Service, including tax litigation.