Our Services

Business law encompasses a wide range of legal topics that affect businesses and their operations. Here are some key areas that fall under the umbrella of business law our firm handles:

• Contracts: Negotiate, review and prepare legal agreements between businesses or between a business and its customers, suppliers, or employees. Examples of contracts include: Nondisclosure Agreement, Confidentiality Agreement, Partnership Agreement, Operating Agreement, Employment Agreement, Consulting Agreement, Independent Contractor Agreement, Service Agreement, Purchase Agreement, Customer Contract, License Agreement, Memoranda of understanding (MOU), Power of Attorney, Loan Agreement, Promissory Note, and Waivers.

• Business Formation & Planning: Our business formation and planning services include: advise on the best legal structure (e.g., sole proprietorship, partnership, LLC, corporation, S-corp); check name availability and registration; register business name (doing business as - DBA or trade name); prepare and file Articles of Incorporation (for corporations) or Articles of Organization (for LLCs); apply for an Employer Identification Number (EIN) from the IRS; create operating agreements (for LLCs) or corporate bylaws (for corporations); set up requirements for annual reports or filings; advise on ongoing compliance obligations; prepare initial corporate resolutions or meeting minutes.

• Business Dissolution: Advise owners on dissolving business entities and liquidating assets. Prepare and file dissolution agreements and documents. 

• Corporate Governance: Guidance on rules, regulations, and practices governing how a company is directed and controlled, including issues like board of directors' responsibilities, shareholder rights, and company bylaws. Prepare internal governance documents such as board resolutions, stockholder resolutions, and legal opinions.
  

• Commercial Transactions: Covers the buying and selling of goods, services, and real property. It also includes issues like payment terms, and warranties.
  

• Real Estate Law: Transactions involving commercial real estate, including leasing, property acquisitions, zoning, and land use issues.

• Employment Law: Issues related to the employer-employee relationship, such as hiring, firing, workplace discrimination, wage laws, labor unions, and employee benefits.

• Dispute Resolution: Resolving business disputes, including contract disputes, intellectual property infringement, and other conflicts. Assist with settlement negotiations to avoid litigation.
  

These areas of business law ensure that businesses operate smoothly, comply with regulations, and protect their interests in an ever-changing legal landscape.

Nonprofit law covers the legal framework that governs nonprofit organizations (charities and foundations), ensuring that they operate in accordance with regulations while fulfilling their social, charitable, educational, or other public benefit missions. Here are key areas we focus on that fall under nonprofit law:

• Formation and Governance: Legal processes for establishing a nonprofit organization, including choosing a legal structure, filing for nonprofit status with the appropriate state and federal agencies, and creating bylaws that outline the governance of the organization. This also includes electing directors and officers and holding board meetings.
  

• Tax-Exempt Status: One of the most critical aspects of nonprofit law is obtaining and maintaining tax-exempt status. This includes applying for exemption under the Internal Revenue Code (in the U.S., this is typically under sections 501(c)(3) for charitable organizations or 501(c)(4) for social welfare organizations) and ensuring compliance with ongoing IRS regulations and filings.

• Fundraising and Donations: Legal rules surrounding how nonprofits raise funds, including compliance with federal and state laws regarding charitable solicitations, donor contributions, tax-deductible donations, and gift reporting. Nonprofits must also ensure they follow rules for fundraising events, grants, and online fundraising.

• Compliance and Reporting Requirements: Nonprofit organizations must adhere to annual reporting requirements, such as filing the IRS Form 990 or other tax returns, maintaining accurate financial records, and ensuring compliance with state and federal regulations. These filings provide transparency and ensure that the organization is operating in line with its tax-exempt purposes. Nonprofits that receive federal funding may also be subject to additional compliance obligations.
  

• Corporate Structure and Governance: Nonprofit organizations must follow specific governance and structural guidelines, such as ensuring that board members act in the best interest of the organization, avoiding conflicts of interest, and complying with fiduciary duties. This area includes rules on board composition, transparency, and meetings.

• Lobbying and Political Activity: Nonprofits, particularly those with 501(c)(3) status, face strict limitations on engaging in political activity and lobbying. Nonprofits can engage in some lobbying efforts, but they must be careful to comply with limits on the amount of resources devoted to such activities. Political campaign intervention is prohibited for tax-exempt organizations.

• Mergers, Acquisitions, and Dissolution: Legal considerations for nonprofits in the event of mergers with other organizations, the sale of assets, or dissolution of the nonprofit. This includes ensuring that assets are properly distributed according to nonprofit rules, and that all regulatory steps are taken.

• Public Benefit and Charitable Purpose: Nonprofits must fulfill a public benefit purpose (such as charitable, educational, religious, scientific, or literary purposes). This area includes ensuring that the organization adheres to its stated mission and avoids private benefit to individuals or groups.

• Charitable Giving and Grantmaking: Legal guidelines for nonprofits that operate as grantmakers, including compliance with federal and state laws regarding grants, endowments, and disbursements. This includes the rules on restricted versus unrestricted funds.

• Unrelated Business Income Tax (UBIT): Nonprofits that engage in activities unrelated to their primary charitable purpose may be subject to tax on income from those activities. UBIT regulations govern how and when nonprofits must pay taxes on such income.

• Employment and Volunteer Issues: Nonprofit law covers employment-related issues within nonprofits, including labor laws, worker classification (whether employees or volunteers), compensation, benefits, and compliance with wage and hour laws. It also includes policies related to volunteer management, liability, and tax-exempt status for certain volunteer activities.

• Risk Management and Liability: Nonprofits must manage potential risks related to their activities, including liability issues for accidents, fraud, and negligence. This includes obtaining insurance, implementing safety protocols, and having policies in place for managing legal and financial risks.
  

Nonprofit law is a complex area that ensures nonprofit organizations comply with regulations while focusing on their mission to benefit the public. Legal advice in this area helps nonprofits navigate tax-exempt status, governance, fundraising, and compliance requirements to remain in good standing and achieve their goals effectively.

Sports business law is a specialized area of law that addresses the legal aspects of the sports industry, combining elements of both business and sports law. It covers a wide range of issues related to the operations of sports organizations, athletes, sponsors, broadcasters, and other stakeholders. Here are some key areas of sports business law we handle:

• Contract Negotiations and Drafting: This includes agreements between athletes, teams, sponsors, and other parties, such as player contracts, endorsement deals, sponsorship agreements, broadcasting contracts, and venue leases.
  

• Sponsorship and Endorsement Deals: Involves drafting, negotiating, and managing sponsorship and endorsement agreements and NIL deals for athletes, teams, leagues, and events. This includes protecting brand rights and ensuring compliance with advertising and marketing regulations.
  

• Stadium and Facility Agreements: Legal considerations related to the construction, leasing, and operation of sports facilities and stadiums, including local zoning laws, tax incentives, public-private partnerships, and venue management contracts.
  

• Sports Agency Law: Involves the representation of athletes, including negotiating contracts, endorsement deals, and ensuring compliance with league rules regarding agent conduct and fees.
  

• Dispute Resolution: This includes resolving legal disputes between athletes, teams, sponsors, and other stakeholders. Common issues might include contract breaches, salary disputes, doping violations, or disciplinary matters.
  

• Event Management and Promotion: Legal aspects of organizing and promoting sports events, including licensing, sponsorship, insurance, ticket sales, and liability issues.

• Employment Law: Issues related to relationship between athletes, teams, and management. This includes disputes over player contracts or employment terms.

• Insurance and Risk Management: This covers insurance policies for athletes, teams, and events, including coverage for injuries, performance guarantees, event cancellations, and liability.
  

Sports business law is a dynamic and evolving field, with legal experts navigating complex relationships between stakeholders in the sports industry while ensuring that all legal, financial, and regulatory considerations are addressed effectively.

A Fractional General Counsel or outsourced Chief Legal Officer is a cost-effective, flexible legal solution for businesses that need high-level legal guidance but don't require a full-time, in-house attorney. Fractional General Counsel services are typically offered on a part-time, retainer, or project-based arrangement. These services help businesses navigate complex legal issues while keeping legal costs manageable. Here are the Fractional General Counsel services we can provide:

Legal Strategy and Risk Management

• Assess Legal Risks: Identify potential legal risks in business operations, contracts, and compliance, and advising on how to mitigate them.

• Develop Legal Strategies: Help businesses create strategies that align with their goals while minimizing legal exposure.
  

• Crisis Management: Provide guidance during a legal crisis, such as disputes, litigation, or regulatory challenges.
  

Contract Negotiation, Review, and Drafting

• Contract Negotiation and Drafting: Create, review, and negotiate contracts to ensure they protect the business’s interests and comply with applicable laws.
  

• Vendor and Supplier Agreements: Review contracts with third-party vendors, service providers, and partners to ensure favorable terms.
  

• Customer Contracts: Ensure that customer-facing contracts (e.g., terms of service, privacy policies) comply with applicable laws and protect the business.
  

Corporate Governance

• Board Compliance: Advise on board governance, bylaws, and shareholder rights to ensure proper corporate oversight.
  

• Organizational Structure: Assist with decisions about corporate structure, such as the creation of subsidiaries, joint ventures, or strategic partnerships.
  

• Internal Policies and Procedures: Help establish internal policies and guidelines that align with legal requirements and industry standards.

Business Structuring and Restructuring

• Entity Formation: Advise on the most appropriate business entity structure (e.g., LLC, corporation, partnership) based on the company’s needs and goals.

• Restructuring: Assist with reorganizations, including the creation of new corporate entities, mergers, spin-offs, and other structural changes.

Compliance and Regulatory Affairs

• Industry-Specific Compliance: Advise on compliance with laws specific to the industry (e.g., healthcare, finance, tech, etc.).
  

• Policies and Procedures: Ensure that the business has required internal compliance policies in place.
  

• Internal Audits: Help businesses implement systems to monitor and audit compliance with legal and regulatory requirements.
  

Litigation Strategy and Dispute Resolution

• Litigation Strategy: Develop a strategy for managing litigation, including managing outside counsel and advising on the potential outcomes and risks.
  

• Alternative Dispute Resolution: Explore and guide businesses through alternative dispute resolution methods like mediation or arbitration to resolve disputes more efficiently.
  

• Settlement Negotiations: Assist with settlement negotiations to avoid protracted litigation.
  

Corporate Social Responsibility (CSR) and Ethics

• Ethical Practices: Advise on ethical business practices, including the adoption of corporate social responsibility (CSR) initiatives.
  

• Social and Environmental Regulations: Help navigate legal requirements for social and environmental responsibility, including sustainability and corporate governance standards.
  

Employment Law and HR Matters

• Employee Contracts and Agreements: Draft and review employee contracts, non-compete agreements, non-disclosure agreements (NDAs), and other employee-related documents.

• Workplace Compliance: Ensure that the business complies with labor and employment laws, including wage and hour laws, anti-discrimination laws, and worker classification.

• Employee Disputes and Litigation: Advise on handling employee disputes, wrongful termination claims, and other employment-related legal issues.

Legal Risk Prevention and Training

• Employee Training: Provide legal training to employees on topics like anti-discrimination, compliance, workplace safety, or intellectual property protection.
  

• Risk Prevention Programs: Help implement proactive programs to avoid legal issues, including reviewing policies and procedures to mitigate risk.
  

General Legal Guidance

• Ongoing Legal Advice: Offer continuous legal support and business guidance to guide day-to-day business operations, ensuring decisions comply with relevant laws and regulations.
  

• Policy and Procedure Development: Assist in developing and updating internal policies to ensure they align with legal requirements.
  

A Fractional General Counsel offers businesses flexible, cost-effective legal services that are tailored to their specific needs. Whether it's handling day-to-day legal matters, providing strategic advice, or managing complex legal issues, fractional general counsel services ensure that businesses have access to top-tier legal support without the overhead of a full-time in-house attorney.