• Agreements
  
• Incorporations
  
• LLCs
  
• Negotiations
  
• Business Consulting

Business Transactions and Agreements

At The Mendez Law Firm, L.L.C. we place special emphasis on business transactions and corporate law. We offer the services of larger firms, yet we maintain a personal, client-centered focus. We understand that each client’s circumstances and situations are individualized and unique, and we strive to treat each client that way.

From forming a start-up business, to handling annual corporate formalities, to helping orchestrate complex cross-border transactional matters, The Mendez Law Firm has the knowledge and experience to make your commercial investments a success.

The Mendez Law Firm will negotiate, review, and draft business agreements, including, the following:

Contract and Agreement Preparation

• Purchase/Sale Agreements
• Employment and Severance Agreements
• Nondisclosure, Non-Circumvention, Non-Compete, and Non-Solicitation agreements
• Shareholder Agreements and L.L.C. Operating Agreements
• Vendor/Customer Agreements
• License Agreements
• Distribution Agreements
• Royalty Agreements
• Commercial and Residential Lease Agreements
• Non-Competition Agreements
• Confidentiality Agreements
• Joint Venture Agreements
• Consignment Agreements
• Employee handbooks
• Buy/Sell Agreements
• Pledge and Security Agreements
• Promissory notes, mortgages and U.C.C. filings
• Invoice terms and conditions

Business Transactions and Issues

The Mendez Law Firm can also provide representation in the following areas:

• Buying and selling of businesses and assets
• Partnerships, Joint Ventures, and partner or shareholder matters
• Officer and Director Agreements and Liability issues
• Corporation formalities including operating agreements, meeting resolutions and corporation bylaws
• Corporate Governance
• Corporate Workouts
• International Investments and Transactions
• Asset Protection and Offshore Investments

Small Businesses

The Mendez Law Firm represents a wide variety of small businesses, ranging from start-up companies, to large corporations, to international concerns. Yet, our firm understands the unique challenges faced by many small businesses as they grow. So, we strive to provide high quality services as efficiently as possible based on each client’s specific needs. Our Small Business representation includes:

• Developing business growth plans and implementing appropriate legal strategies;
• Preparing and filing formation documents with your State;
• Preparing corporate formalities (bylaws, resolutions, stock certificates, etc.);
• Protecting intellectual property by filing copyrights and trademarks;
• Preparing customer agreements, invoice terms, distributor agreements, website terms and conditions and privacy policies, employment agreements, manuals and related documentation;
• Assisting with collection of accounts receivable;
• Reviewing financing documentation for commercial and business loans;
• Providing general commercial law advice and guidance;
• Preparing and negotiating joint ventures.

The Mendez Law Firm can assist you with:

• Organizing a New Business. You may have considered using a do-it-yourself incorporation kit in order to save some money; however people who do often overlook, or worse yet, fail to understand the application of various laws that must be observed. As a result, correcting problems that develop usually ends up much more expensive than hiring an attorney to organize your business from the outset. When forming a corporation or limited liability company (L.L.C.), you must properly capitalize the company, follow the legal formalities and properly manage all documents and agreements. If not performed correctly, you could be held personally liable for claims against your business. From helping ensure that your company complies with all legal requirements, to deciding upon the appropriate type of business entity that is right for you, The Mendez Law Firm is here for you.

• Hiring and Termination of Employees. Employee disputes and lawsuits often occur because the company failed to clearly define the employment relationship from the very beginning. Our firm can prepare all employment contracts, invention assignment agreements, non-disclosure and non-compete agreements, and can advise you on all of the common pitfalls that can lead to expensive employee disputes regarding terminations.

• Planning to Create and Develop New Products and Services. It is important to protect the ownership rights of all intellectual property, including inventions, patents, trade secrets, trademarks and copyrights; and our firm can assist you with the agreements necessary for this protection.

• Launching New Products and Services to your Customers or Clients. When selling products or services, setting the terms of the agreements are crucial. Our firm can prepare product, sales, and service agreements that address your customers’ needs, yet protect your business interests.

• Entering into Third Party Contracts. Third party agreements such as leases, supplier, distribution, license, and joint venture agreements, and other contracts drafted by third parties, are often one-sided against you. Our firm can prepare and review these contracts, recommend protective provisions, look for problem areas, and prepare amendments and addendums to the contracts as may be needed.

• Seeking to Resolve Internal Disputes. Disputes among co-owners, partners or shareholders, and other key employees can wreak havoc on a business if left unresolved. Our firm can advise you of your legal options and recommend ways to help resolve these types of disputes.

• Acquiring Another Business. Buying another business involves a great deal of business, tax and legal issues, as well as due diligence and agreements that protect your interests. Our firm can structure an acquisition in an appropriate manner, investigate unforeseen liabilities and risks, negotiate favorable terms for you, and fully document the transaction. In addition, we can assist you in securing key personnel, intellectual property, assignment of the acquired business’s contracts; all while complying with regulatory and contractual requirements.

• Selling all or part of Your Company. Selling your business also involves a complicated business, tax and legal issues that affect the directors, officers, shareholders, employees, and even customers. Our firm can advise you and help you structure the transaction and the terms, so they are the most favorable for you. We can also offer our experience in the areas of employee contracts, independent contractor agreements, and non-compete provisions.

• Dealing with the loss of key personnel. The loss of key personnel can be quite damaging to a small business. It can be the result of a number of scenarios including death, disability, illness, retirement, voluntary departure or termination; and without a succession plan in place, the future of the company could be put at risk. Our firm can advise you on how to address these contingencies as well as prepare a buy-sell agreement, shareholders agreement or employment agreement to address these concerns.