Corporate Representation

  • Structure and formation
  • Founder issues (stock issuance / vesting)
  • Director and officer matters (corporate law and fiduciary duties, indemnification)
  • Employee matters (employment offer letters and agreements, separation and release agreements; invention assignment matters, transition services agreements, consulting agreements, general)
  • Financing transactions (private placements of debt and equity; credit and equipment leasing facilities)
    • structure
    • negotiation of terms and conditions
    • documentation
    • investor analysis and introductions
  • Governance issues (board and stockholder matters; Delaware and California corporate law matters)
  • Securities law matters
  • Stock incentive plan implementation and issues
  • Mergers and acquisitions (buy and sell side)
    • structure
    • negotiation
    • board issues
    • documentation
  • Dissolution, wind-up and liquidation

Investor Representation

  • Fund formation
  • Financing transactions (private placements of debt and equity)
    • Review of proposed investments
    • Structure
    • Term sheet negotiation and preparation
    • Negotiation and preparation of definitive documents
  • Director and officer matters (corporate law and fiduciary duties, indemnification)

Commercial Arrangements

  • Licensing, distribution, development, manufacturing and technology agreements
  • Commercial agreements
  • Non-disclosure agreements

Limited partnerships and limited liability companies

  • Structure and formation
  • Governance issues