General Business
The foundation of our practice rests on providing practical, common-sense advice on a variety of legal issues that nearly every business, whether big or small, routinely encounters.
Choice of Entity, LLC Operating Agreement, Commercial Lease, SBA Loans, Loan Agreement, Personal Guaranty, Security Agreement, UCC Finance Statement, Employee Policies & Procedures, Employment Agreement, Consultant Agreement, Phantom Stock Agreement, Services Agreement, Sales Agreement, Vendor Agreement, Separation Agreement, Business Dissolution, Mutual Release
Corporate Compliance
We advise our clients on the formation and maintenance of business entities generally, and corporations in particular.
Articles of Incorporation, Cumulative Voting, Bylaws, Director Minutes, Shareholder Minutes, Master Business License, EIN Application, Proxies, Annual Meetings, Annual Report, Registered Agent, Share Register, Stock Transfer Agent
Intellectual Property
Businesses in the technology industry obviously require help securing and protecting their intellectual property. Less obvious, but nevertheless true, is that nearly every successful business ultimately develops a recognizable brand and deals in trade secrets.
Trade Secret, Non-Disclosure Agreement, Proprietary Information and Innovation Agreement, Trade Name, Trademark, Copyright, Software License Agreement, Creative Commons, Terms of Use, Privacy Policy, Digital Millennium Copyright Act, DMCA Takedown Requests, Domain Buy and Sale
Emerging Companies
Seattle is home to a lively startup community. We provide a range of legal services for the founders and early stage investors of these entities.
Subscription Agreement, Contribution Agreement, Capital Structure, Stock Options, Founder Shares, Vesting Schedule, Stock Restriction Agreement, Section 83(b) Election, Shareholder Agreement, Co-Sale Agreement, Voting Agreement, Adherence Agreement, Advisor Agreement, Indemnification Agreement, Friends and Family, Angel Funds, Venture Capital
Securities
Many of our clients ask us to advise them when raising private equity capital from angel investors and venture capitalists alike. Beyond that, however, we advise many other clients on how to complete small offerings to a wider market. As well, we advise our clients whose shares trade over the counter on routine Exchange Act matters.
Section 4(2), Private Placement, Regulation D, Stock Option Plan, Option Grant, Officer & Director Questionnaire, Private Placement Memorandum, Investor Questionnaire, Investor Subscription Agreement, Term Sheet, Designation of Preferred Stock, Warrants, Securities Purchase Agreement, Investor Rights Agreement, Convertible Notes, Notes Purchase Agreement, Form D, Blue Sky, SCOR, Regulation A, Registration Statement, Resale of Restricted Securities, Rule 144 Legal Opinion, Exchange Act
Mergers & Acquisitions
We routinely help our clients sell their businesses, structured in different ways, including the sale of assets or stock. We also advise clients in the merger or restructure of businesses.
Deal Strategy, Deal Negotiation, Memorandum of Understanding, Due Diligence, Joint Venture, Asset Purchase Agreement, Disclosure Schedule, Bill of Sale, Assignment, Non-Competition Agreement, Stock Purchase Agreement, Agreement of Merger, Articles of Merger, Minority Rights, Stock Redemption Agreement
@StartupWeekend Yes, I have attended a StartupWeekend. And hope to attend another. — lawjock