Corporate Counseling

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Corporate counseling includes a wide spectrum of in a myriad of different circumstances. Our business have the experience to provide legal advice to our small and medium business clients with regard to all types of corporate and partnership matters, commercial contracts of all kinds, financing transactions, purchases and sales of property, mergers and acquisitions, product distribution, tax issues, intellectual property, and all other legal matters involved in building a successful business. In addition, our corporate clients have access to the expertise of our in our many other areas of our practice, including litigation, , , environmental matters, and insurance issues. Our attorneys’ experience in these areas provides comprehensive resources that enable us to deliver efficient, coordinated legal services.

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We are committed to long-term client relationships. Our success in helping companies grow and prosper is due both to the depth of legal knowledge our business lawyers provide and to our close understanding of each client’s business. Many of our client relationships date back for decades, demonstrating the lasting that we develop with the companies we serve.

For more information about our capital formation and corporate finance practice, please Paul J. Hanley.

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Corporate Structure and Organization

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Our attorneys frequently advise clients regarding choice of entity. Choice of entity depends on many factors and our attorneys assist clients to choose the optimal legal entity for a business, including a corporation, limited liability partnership, limited liability company, limited liability limited partnership, nonprofit corporation, or other entity. Our attorneys provide complete services at reasonable rates with regard to starting a new business, including the preparation of all necessary incorporation, formation, and organization documents, including buy-sell agreements.

We are committed to helping new businesses grow and prosper. Our business lawyers have the depth of legal knowledge to provide specific advice for each client’s business. Many of our client relationships date back for decades, demonstrating the lasting that we develop with the companies we serve.

Better solutions for better business.

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Commercial Transactions

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(c) Tony EitzelIn addition to corporate counseling, commercial lending, and corporate financing, clients turn to our business attorneys to plan, negotiate, and document commercial contracts and transactions of all kinds. The following represents a selected listing of and matters which have been handled by our attorneys, both in the United States and abroad:

  • Drafting and review of commercial forms including purchase orders, sales acknowledgments, requests for quotation, quotations, warranties, and other contract documents
  • Product distribution agreements, including agreements regarding manufacturers, wholesale distributors, retailers, and sales representatives
  • Secured transactions and issues relating to perfection and priority of security interests, including purchase money security interests
  • Transfers of investment
  • Sales of products, machinery, equipment, and other commercial and industrial goods, including requirements and output contracts
  • Equipment leasing and financing
  • UCC transactions involving warehouse receipts and bills of lading
  • Letters of credit
  • Licensing agreements

We are committed to long-term client relationships. Our success in helping companies grow and prosper is due both to the depth of legal knowledge our business lawyers provide and to our close understanding of each client’s business. Many of our client relationships date back for decades, demonstrating the lasting partnerships that we develop with the companies we serve.

Better solutions for better business.

For more information about our commercial transactions practice, please Paul J. Hanley, Larry W. Berkowitz or James M. Hunsaker.

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Commercial Lending and Leasing

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Our attorneys represent both lenders and borrowers in structuring, negotiating, and documenting a wide range of corporate and project financing . The types and sizes of , as well as the types of businesses involved, vary widely. Our have extensive experience with traditional revolving credit and term loans, real estate financing, project and acquisition financing, tax-exempt loans, asset based loans, trust indentures, and equipment leasing, among others. Our practice involves collateral security arrangements in various business credit contexts, ranging from straightforward loan transactions to complex financings that may arise in connection with acquisitions and dispositions of assets, lines of business, or entire companies. We have experience in representing borrowers and lenders in and leases involving all types of collateral.

Our and real estate attorneys not only act as lead counsel in connection with commercial loans and leases, but also serve many out-of-state lenders on a local-counsel basis, addressing their loan portfolios in and providing documentation and opinion letters as to compliance with law.

In addition to structuring and closing commercial loans, our attorneys handle workouts and restructuring of problem loans and foreclosures when loans are in default.

Our attorneys also have extensive experience in structuring, negotiating, and documenting a broad variety of lease and lease finance transactions. Our firm acts as counsel to both lessors and lessees in transactions ranging from short-term equipment leases and long-term equipment financing to real estate leases and complex sale-leaseback transactions.

Commercial loans and lease finance transactions give our business lawyers many opportunities to assist our clients by providing legal advice grounded in an understanding of the client’s business desires. Our approach to financing transactions allows for the efficient, effective, and thorough execution of each transaction.

Better solutions for better business.

For more information regarding our commercial lending and leasing practice, please Wendy J. Harring.

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Capital Formation and Corporate Finance

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Our have a broad range of legal experience in the area of private and public offerings of and debt securities. Our have handled all types of capital formation transactions for clients ranging from startups to companies whose securities are actively traded in national markets and who are subject to the continuing reporting obligations imposed by federal securities laws.

Our lawyers are particularly experienced in of equity and debt securities under Regulation D and other exemptions from federal and state securities laws. We have assisted a number of clients in a series of private placement transactions as their businesses have grown and prospered, beginning with small and continuing through venture capital transactions and complex restructurings. In addition to placements of common stock, our attorneys have handled involving different series and classes of preferred stock, partnership interests, and membership interests, as well as warrants and convertible debt instruments of various types.

For companies whose stock is publicly traded, our attorneys also prepare registration statements, proxy statements, quarterly and annual reports, and other disclosure documents for public companies. Our services for public companies also includes insider trading restrictions, the interpretation of state “Blue Sky” laws, opinions and advice regarding the sale of “restricted” securities, Rule 144 transactions, proxy solicitation, insider trading matters, and other securities and corporate law matters.

Venture capital and private placements from angel and other accredited investors have become an increasingly important source of capital for companies in recent years. Our business attorneys have extensive experience with these transactions, ranging from advising startup companies to the representation of institutional investors at all stages of the investment process. We assist clients in negotiating and structuring the transaction, including the terms of preferred stock, preferred membership interests, convertible debt, warrants, or other securities. We prepare and review all of the documentation for the transaction, including stock purchase and contribution agreements, loan agreements, rights agreements, subordination agreements, co-sale agreements, voting agreements, registration rights agreements, and other relevant documents.

Capital raising transactions give our business lawyers many opportunities to assist our clients by providing legal advice grounded in an understanding of the client’s business. We are pleased that we can provide the depth and breadth of experience that is important for companies seeking to raise capital.

Better solutions for better business.

For more information about our capital formation and corporate practice, please contact Paul J. Hanley.

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Business, Finance and Corporate Law

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Our provide a wide range of the solutions you need. We have experience in such as mergers and acquisitions, private placements, capital raising and finance transactions, , and commercial lending. Our attorneys also provide comprehensive legal advice regarding corporations, limited liability companies, partnerships, employment law, real estate, intellectual property protection, licensing, contracts, business, securities, and other commercial matters.

Our business clients are financial institutions and companies in various industries, including manufacturing, distribution, retail, telecommunications, financial services, software, construction, real estate, equipment leasing, and institutional and individual investors. We also work closely with attorneys from other firms, accountants, and other professionals on special projects.

We are a member of Meritas, one of the world’s largest affiliations of independent business law firms. Through this affiliation, we are able to locate and engage specialists in all areas of the law to handle specific needs of our business clients and to obtain the assistance of local counsel throughout the United States and the world.

Better solutions for better business.

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Practice Areas

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Business, Finance and Corporate Law

Bankruptcy
Business Litigation
Capital Formation and Corporate Finance
Commercial Lending and Leasing
Commercial Transactions
Corporate Counseling
Corporate Structure and Organization
Employment Law and Compensation
Intellectual Property Law
International Law
Mergers and Acquisitions
Public/Private Partnership (P3)
Special Assets Restructuring
Taxation
Transportation

Construction Law

Construction Litigation

Eminent Domain / Condemnation

Condemnation Litigation
Inverse Condemnation Litigation
RTD Eastern Corridor Practice Group

Employment Law

Employment Litigation

Environmental Law

Insurance Litigation

Land Use and Zoning

Assisted Living Housing
Civil Rights Litigation (42 U.S.C. §1983)
Liquor Licensing
Land Use Litigation

Litigation and Appeals

Appeals
Bankruptcy
Business Litigation
Civil Rights Litigation (42 U.S.C. §1983)
Class Actions
Construction Litigation
Eminent Domain
Employment Litigation
Insurance Litigation
Land Use Litigation
Probate Litigation
Real Estate Litigation
Water Rights

Municipal and Governmental Law

Elections and Election Disputes
Finance/Bond Transactions
TABOR

Probate and Estate Planning

Probate Litigation

Public/Private Partnership (P3)

Real Estate Law

Acquisition Sales and Leasing
Community and Homeowner Associations
Construction Law
Development
Eminent Domain
Finance
Land Use and Zoning
Land Use Litigation
Real Estate Litigation
RTD Eastern Corridor Practice Group

Special Districts and Business Improvement Districts

District Management
District Organization
Special District Restructuring
Special District Notices
RTD Eastern Corridor Practice Group

Transportation

Water Law

 

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