§ Practice

Business Counsel

Businesses do not experience legal problems one practice area at a time. A financing raises governance questions; a customer contract raises IP questions; a partner’s exit raises all of them at once. The firm’s business practice is built as one integrated discipline — so the counsel who structured your entity is the counsel who negotiates your credit facility, papers your enterprise deals, and, if it comes to it, litigates the fallout.

§ Who This Practice Serves

The firm advises founders, closely held and family-owned companies, franchisees, multi-location operators, restaurant and hospitality businesses, technology and digital-platform companies, professional practices, real estate sponsors, private investment businesses, and domestic and multinational enterprises. Engagements range from a single acquisition, agreement, lease, financing, or dispute to an ongoing outside general counsel relationship covering the company’s legal infrastructure.

§ The Work

The Work

FIFTEEN PRACTICES
01Business Formation

Entity selection driven by tax treatment and liability architecture, governance documents drafted to national standards, and founder arrangements that answer the hard questions while everyone still agrees.

02Entity Structuring & Reorganizations

Some structures are drawn on a napkin; the ones that survive scrutiny are engineered.

03LLC Operating Agreements

Nearly every LLC dispute the firm litigates traces to the same origin: a company agreement that never contemplated the situation.

04Partnership Agreements

Partnerships concentrate risk in the relationships they paper.

05Corporate Governance

Governance is what a company can prove about its own decisions.

06Contracts

A contract is a risk-allocation instrument that happens to describe a deal.

07Business Transactions

Asset purchases, equity purchases, and the structured deals in between — with the closing discipline of institutional practice.

08Credit Facilities & Real Estate Finance

The Texas authority and enforceability opinions the lender requires, the UCC perfection analysis, the collateral and guaranty documentation, and the SPE-compliant entity structure — all executed to the lender’s checklist, on the lender’s timeline.

09Syndications & Private Investment Structures

Sponsors sell two things: the asset and the structure.

10Executive Compensation & Equity Incentives

Equity incentives fail in two directions: they under-motivate, or they create tax liability nobody priced.

11Buyouts

Buyouts arrive in two moods: negotiated and contested.

12Startups & Founder Advising

Early legal work is infrastructure: invisible when done well, expensive when done late.

13SaaS, IP & Technology Transactions

Technology companies live or die on their paper: the subscription agreement that scales or doesn’t, the liability cap that holds or doesn’t, the IP ownership that was assigned or merely assumed.

14Employment Counseling

The documentation and decisions that keep workforce issues from becoming disputes.

15Outside General Counsel

Most legal problems are cheaper as questions.

§ Record

Representative Experience

FOUR MATTERS
Multi-location outside general counsel

A family-owned, multi-location recreation-venue operator, across leases, expansion, operating and governance matters, contracts, and disputes.

Technology-platform infrastructure

A multi-entity, IP-intensive digital business: operating agreements, intercompany IP, platform and subscription terms, privacy and payment risk, and growth-stage contracts.

Restaurant, hospitality, and franchise operators

Entity structure, acquisitions, investors, leases, vendor contracts, workforce matters, and disputes.

SBA-supported multi-entity structure

Holding, management, and operating entities with governance, equity, authority, and guarantor requirements for a lender-driven closing.

Full representative matters, by category →

Representative matters. Prior results do not guarantee a similar outcome.

Bring us the matter before it becomes the problem.

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