Representative Matters

• Advised numerous clients on startup/new entity selection, including which entity (LLCs, series LLCs, C-Corps, S-Corps, limited partnerships, professional corporations, holding companies and more) and state selection, including assisted with the filing and drafting of entity documents, such as Bylaws, Operating Agreements (LLC Agreements), Term Sheets, Subscription Agreements, Shareholder Agreements, Stockholder Agreements, Private Placement Memorandum and Summary of Key Terms.

• Legal Advisor for a think tank and design-innovation incubator dedicated to exploring the nexus of architecture, neuroscience and gaming to build better futures for humanity.

• Structured and setup multi-state entity operation for franchising, including LLCs, and professional corporations and brought together team for tax advice implications; also drafted numerous operating agreements and other formation documents, qualified entities to do business and obtained fictitious business names (FBNs) and Doing Business As (DBAs).

• Conducted due diligence for both startups and investors and drafted consulting agreements and various contracts to evidence investments, both for pre-revenue startups and after business is profitable.

• Revised complete package of funding agreements, provided by client that assists startups with business funding.

• Revised operating agreement to better protect founder of a medical apparel business.

• Advised clients about accredited and international investors and ways to achieve financing goals.

• Assessed an ownership purchase agreement and advised client about what the best structure should be.

• Reviewed and negotiated documents pertaining to an Advisory Board Member Opportunity for clients (as experts in their respective fields, including medical and technology), including the advisor agreement, equity incentive plan, stock option grant and related documents; furthermore, assisted client with clearing opportunity with current employer, one of the tech giants.

• Drafted convertible notes that had several contingencies, benefiting client.

• Counseled several clients about crowdfunding regulations, and drafted and negotiated crowdfunding marketing and content creation agreements.

• Formed specialized training school entity, advised about specialized insurance issues, advised about trademark issues with respect to name, and created all legal documents.

• Advised several clients about spousal consents in operating agreements.

• Drafted, reviewed, and negotiated broker and consulting agreements for startup

• Counseled numerous clients about business/trade name and trademark selection, protection, registration/filing.

• Assisting supplement, cosmetic, and medical device startups with Food and Drug Administration (FDA) and state law compliance in reviewing proposed packaging, marketing and advertising, website, and other verbiage for compliance regarding making claims, including indications and implied disease claims.

• Researched and advised clients on 510(k) submissions to the FDA.

• Reviewed clients’ pitch decks for legal compliance and made introductions to potential
  investors, including startup accelerators, VCs, angel investors, and incubators.

• Brainstormed with client how to create a competitive venture without infringing competition’s intellectual property.