LOES advises clients on a wide range of commercial and transactional matters.

Practice Areas


Start-Ups

 

Form LLCs and corporations

  • Entity selection

  • Operating Agreements

  • Founders Agreements

  • Stockholders Agreements

  • Issuance of founders equity

  • IP Assignments

Raise money, from term sheets to closing, from “friends and family,” angels and institutional and strategic investors

  • SAFEs

  • Convertible Notes

  • Debt

  • Equity (Preferred Stock/Preferred LLC Units)

  • Angel Investor Tax Credits

  • Securities law guidance and filings

Negotiate transactions relating to IP and technology

  • Assignments

  • Licences

Handle employee and independent contractor issues

  • Offer letters and Employment Agreements

  • Independent Contractor/Consultant Agreements

  • IP assignments

  • Equity Incentive Plans

Manage cap tables

M&A transactions (exits or equity “rollovers”) and IPOs


Established Companies

 

M&A Transactions

  • Asset sales

  • Stock sales

  • Mergers

  • Equity “rollover” transactions

Commercial Contracts

  • MSAs

  • Services Agreements

  • Joint Venture Agreements

Corporate or limited liability company “clean-up”

  • Equity issuance and transfer documents

  • Authorizing resolutions

  • Cap table management

Corporate governance matters

  • Actions of boards of managers/directors and members/stockholders

Borrowing/Lending transactions

  • Loan Agreements and Promissory Notes

  • Guarantees

  • Security Agreements

  • Pledges

Employee and independent contractor issues

  • Offer letters and Employment Agreements

  • Independent Contractor/Consultant Agreements

  • IP assignments

  • Confidentiality Agreements

  • Equity Incentive Plans

  • Employee compliance manuals and policies


Investors

 

Legal due diligence

Stock/LLC units Purchase Agreements

Subscription Agreements and Side-letter Agreements

Investors Rights Agreements

Limited Liability Company Operating Agreements

Credit Facilities and Promissory Notes

Joint Venture Agreements