Representative Matters

• Conducted and participated in corporate board meetings as general counsel and investor/owner/executive’s personal counsel, along with dealing with corporate governance issues and drafting and negotiating corporate documents, including bylaws, shareholder and stock agreements and minutes.

• Assisted a New York hedge fund with expansion to California through lease negotiation, advising on employment laws and obtaining local licenses and business permits.

• Reviewed marketing materials, product labeling and websites for FTC compliance and copyright issues, drafted language, including Terms of Use, Privacy Policies and disclaimers for many
  clients, across a variety of industries.

• Advising clients about insurance coverage and policies to facilitate transactions.

• Drafted/revised/negotiated numerous client/customer/service/sales/vendor agreements for clients’ businesses.

• Negotiated a software agreement, which was provided by an international company for a client providing data analytics.

• Provided Cannabis and CBD legal research for manufacturers and investors.

• Assisted several clients with obtaining funds and rights in loans and notes that were in default by the other party.

• Reviewed, drafted, and advised about website language and proper legalese, including disclaimers, website accessibility issues, privacy policy, terms of use, and customer/client terms of use. Also, drafted terms for compliance with Europe’s General Data Protection Regulation (“GDPR”) and California’s Consumer Privacy Act (“CCPA”), and payment processing company requirements.

• Reviewed terms of educational accreditation student agreement.

• Reviewed entity documents for ways to expel a member from an entity and conducted legal research, in anticipation of a business divorce and assisting with the separation.

• Created simple corporate documents for sole shareholder, officer and director.

• Reviewed commercial loan documents and helped client negotiate and understand risks, including advising client on how to put pressure on banks to get the deal done in a timelier fashion.

• Assisted client with transferring loan documents between entities.

• Drafted a bill of sale for the purchase of a luxury car for a client.

• Drafted a consulting agreement for a wine consultant.

• Assisted numerous clients with revising their operating agreements by creating amended and restated operating agreements to better reflect rights, obligations or equity interests.

• Represented manager of an LLC and negotiated term sheet, operating agreement and grant agreement.

• Drafted and negotiated financial documents, including promissory notes, security agreements, and other loan documents.

• Composed many pre-formation potential venture documents, such as letters of intent and memorandums of understanding (MOU).

• Drafted and negotiated proxy agreement on behalf of business executives of a chicken farm.

• Prepared white label purchase and sale contracts for various companies, such as apparel and beauty products.

• Assisted businesses with dissolution and advised the owners about all the issues that can come up, including governmental filings, creditors, contractors, employees, assets and regulatory matters.

• Advised client about best practices for presenting to business partner an opportunity to trade shares of two different business entities.

• Reviewing numerous agreements and advising clients about how to amend, restate or use addendums to make changes after contract has already been executed and parties have performed, and drafting those amendments, addenda, and restatements.

• Assisted clients with entity conversions when accountants or others form the wrong entities, - including, converting a CA LP to an LLC, converting an LLC to a Corporation, and converting an LLC to a professional corporation.

• Drafted and revised Bylaws and advised on IRS regulations for several non-profits.

• Formed new entities for clients to assist with asset protection and reducing tax exposure. Further, managing multiple entities’ legal compliance through creating calendaring systems, organizational charts, and filing state and city compliance reports.

• Advised and assisted clients with entity conversion and redomestication concerns.

• Advised clients about “review gating” legal risks and assisted with managing online reputation.

• Represent professional training school in preparation of forms, releases, policies and procedures for attendees of workshops/seminars, the teachers/trainees, and the models on which the teachers demonstrate their techniques.

• Reviewed and negotiated Key Opinion Leader (KOL) agreements for physicians and nurses.

• Represented guests in negotiating yacht rental/charter agreements for their vacations.

• Advised client on best way to structure an investment and how to conduct due diligence, rather than taking out money from 401K.

• Drafted and negotiated numerous website and mobile application development agreements, along with technology connection, streaming videos, credit card processing, and ecommerce components, including NFTs.

• Drafted and negotiated numerous marketing, cobranding, referral, partnership, and advertising agreements for clients.

• Counsel to international virtual assistant company in drafting client service agreement, along with collaborating with Philippine lawyers to create agreements with the company and their VAs.

• Advised numerous clients about proper disclaimers in electronic communications, including signature lines, protected health information/medical information in emails and faxes, and financial information through websites and apps.

• Advising and representing clients in insurance claims by determining when to tender a claim, and answering questions about best practices when dealing with insurance companies, which tend to delay, deny, defer, and defend.

• Advised clients with business partner buyouts.

• Drafted referral agreements between lawyers and law firms.

• Assisted many startups with evaluating market and competitors and “mystery shopping” to understand business operations and sales, and assist clients with finding templates to reduce legal costs.

• Assist clients with closing, dissolving, canceling, and surrendering businesses upon death of owner or otherwise.