Representative Transactions

Selected Information Technology Transactions

Advised Fortune 300 wireless service provider in negotiation of multi-million dollar software license and implementation of artificial intelligence-based fraud detection software.

Regularly represented tax and accounting software and service provider on a wide array of standard and SaaS licensing transactions, partnering arrangements, and consulting engagements.

Drafted services and hosting agreement for interactive voice response company.

Advised technology company on supply agreement and accompanying license agreement for private-label distribution and sale of fiber optic cable connectors.

Negotiated complex technology transfer license on behalf of early stage company licensing key technology and know-how from major research institution.

Represented major subsidiary of Fortune 50 manufacturing company in license and development agreement designed to commercialize enterprise software solution in the aerospace industry.

Regularly counseled health care general purchasing organization on wide range of technology licensing and implementation transactions, including contentious intellectual property issues.

Advised international high-tech manufacturing enterprise regarding licensing of intellectual property in connection with private-label distribution and product development.

Negotiated strategic relationship agreement on behalf of hardware manufacturing firm in connection with provision of high technology components.

Represented manufacturing company in negotiation of software license and implementation services agreement for enterprise-wide document management software.

Advised technology-based manufacturing company regarding technology transfer and joint development venture, including numerous complex intellectual property ownership issues.

Selected Alliance/Joint Development Transactions

Represented telecommunications company in numerous distribution arrangements and strategic joint-development projects, including co-development and cross-licensing issues.

Represented privately held software company in structuring and negotiating joint development agreement, including issues related to joint ownership of intellectual property, future merger possibilities and competitive issues.

Advised and negotiated alliance agreement between a Fortune 300 and a Fortune 100 company in connection with joint development and marketing of wireless products and consulting services.

Represented publicly traded telecommunications company in alliance agreement with major defense manufacturing company in connection with joint development and sale of emergency response technology products.

Advised hardware manufacturing firm in connection with joint technology development transaction, including analysis of multiple intellectual property ownership issues.

Selected Mergers and Acquisitions Transactions

Served as outside general counsel on all corporate and technology matters to fast growing technology company from inception through successful strategic exit less than two years later.

Advised internet-based subsidiary of Fortune 500 company on stock acquisition of on-line customized content provider.

Structured and negotiated complex stock acquisition by web services provider of multi-media information technology company, including extensive negotiations with existing venture capital and strategic investors followed by recapitalization and follow-on private placement.

Represented privately held software company in structuring and negotiating asset acquisition of on-line news delivery company.

Represented privately held beverage distribution company in asset acquisition of internet beverage company through bank-sponsored Article 9 foreclosure sale, followed by negotiation of revolving loan facility.

Counseled food distribution business regarding merger of two subsidiaries and consolidation of business operations.

Selected Venture Capital Transactions

Represented technology transfer-based biotechnology start-up in seed-stage convertible debt financings and multi-investor Series A financing.

Represented venture capital fund in Series B and Series C investments in Web 2.0-oriented software and services company.

Represented telecommunications company in $25,000,000 Series E financing round (including conversion of existing bridge loan facility) conducted in anticipation of initial public offering.

Negotiated multi-investor financed Series B round for internet travel services company.

Structured and negotiated multi-staged Series C financing round for interactive voice response provider with multiple investors requiring restructuring of existing capital structure.

Represented high-tech manufacturing company in multi-stage Series B financing round, including extensive negotiation of milestones and other investment conditions.

Advised highly successful internet messaging company in Series A financing round with Fortune 500 strategic investor.

Structured capital reorganization of custom web-hosting company, followed by Series A angel-funded financing.

Represented university-affiliated investment entity in multiple investments in early-stage biotechnology, nanotechnology, and other companies formed to commercialize university technologies.

Selected Financing Transactions

Represented venture-backed manufacturing company in negotiation of secured equipment loan facility and EXIM Bank guaranteed foreign receivables credit line.

Represented senior secured lender (as Agent) in $40,000,000 syndicated term and revolving credit facility to publicly traded gaming corporation.

Negotiated cash flow-based senior secured loan facility in venture-based purchase of communications business accompanied by equity purchase by senior lender.

Represented senior secured lender in ongoing acquisition financing facility in connection with roll-up of food distribution business.

Negotiated $40,000,000 senior secured loan facility with letter of credit sub-facility in conjunction with management buyout of consulting business, supported by subsidiary guaranties.

Represented senior lender in $27,000,000 acquisition facility to facilitate venture capital buyout of large manufacturing company, including pledges of subsidiary stock.

Represented Fortune 50 lending institution in connection with $35,000,000 loan facility to publicly traded property management company in anticipation of share repurchase.

Negotiated $76,000,000 asset-based revolving and term loan facility (including cash dominion arrangements) in connection with spin-off and subsequent financing of large furniture company.

Other Selected Corporate Transactions

Structured and negotiated numerous credit enhancement facilities for Fortune 100 financial institution to support tax-exempt industrial revenue bond transactions.

Structured and negotiated recapitalization and corporate reorganization of privately held technology services company.

Structured and counseled software company in corporate reorganization and creation of operating subsidiaries.

Represented numerous privately held companies on range of general corporate issues, including financing, employment, capitalization, and general operational issues.

Negotiated various ground lease agreements on behalf of tenants for manufacturing, software, and other technology companies.
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