Areas of Practice

Corporate Services

Most of our clients do not have enough legal matters to justify having a full-time lawyer on their staff, but they still want fast, creative, proactive advice from an experienced lawyer who understands their business, personnel and culture.  For those clients, we provide general corporate legal services as their outsourced “in-house” legal counsel on an as-needed basis, at a fraction of the cost of a full-time attorney employee.  We invest the time to learn about each client’s business, key personnel and important legal issues so we are ready to help when they need us.  Some of the services we provide to our clients in this capacity include:

• Entity structuring and formation, including choosing the best type of entity and structuring ownership and control of the entity
• Drafting foundational internal documents, such as operating agreements, bylaws, board resolutions, partnership agreements, shareholder agreements, voting agreements and buy-sell agreements
• Participating in board meetings and strategic management meetings to proactively identify and advise on relevant legal issues in real time
• Drafting documents regarding key personnel, such as employment agreements, compensation plans, independent contractor agreements and separation agreements
• Drafting documents to protect important intellectual property, such as confidentiality agreements, licensing agreements, work-for-hire agreements and terms of service/use policies
• Drafting routine commercial contracts, such as vendor/supplier agreements, licensing agreements, loan agreements, lease agreements and settlement agreements

Transactions

We handle a wide range of transactions for our clients and are involved with our clients’ management team and other advisors throughout the deal process.  We prefer to structure our fees on transactional matters to align our financial interests with our clients’ goals.  We typically accomplish this by charging a reduced hourly or fixed fee amount, coupled with a success fee that is paid only if and when the transaction closes.  Our fee structure belies our commitment to important issues and focus on closing the deal.  Types of transactions we handle for clients include:

• Asset acquisitions and dispositions
• Acquisitions and divestitures of entire companies and business units
• Strategic investments, such as angel, venture and private equity funding
• Mergers
• Leveraged buyouts
• Debt financings
• Strategic alliances and joint ventures
• Leveraged buy-outs
• Restructurings and recapitalizations

Campaign Finance and Election Law

We advise businesses, trade associations, political parties, candidates and advocacy groups in all aspects of campaign finance and election law issues at the federal, state and local levels, including:

• Regulatory compliance
• Preparation and filing of campaign finance reports
• Structuring and formation of PACs and other advocacy vehicles

Administrative Law

Many of our clients have matters before various state, county and municipal governmental agencies in the State of Arizona.  We help these clients navigate the complex and treacherous waters of administrative proceedings, hearings and regulatory requirements of those agencies.