Representative Work
Outsourced General Counsel
Entity formation including drafting of corporate governance documents and maintaining regulatory compliance.
Negotiation of customer and vendor agreements including Master Service Agreements and related SOWs, license agreements, online SaaS Subscription Agreements and/or Terms of Service, Privacy Policies, Business Associate Agreements, Reseller Agreements, Referral Agreements, confidentiality agreements and other agreements governing the relationship between clients, their customers and their vendors.
HR management including drafting and negotiation of Offer Letters and Employment Agreements, drafting HR manuals, equity plans and grant documents, and assisting in handling employee complaints and disputes.
Negotiation and drafting of financing agreements including convertible notes, credit agreements and equity financing documents.
Review of sales and marketing materials to ensure compliance with applicable laws.
Lease review and negotiation.
Management of other legal counsel engaged for litigation, complex intellectual property matters and specialized tax matters.
Attend Board meetings to advise the Board and take minutes.
Mergers and Acquisitions (recent transactions)
$54 million Stock Purchase Agreement – represented private equity fund in its sale of a metal fabrication and roofing company.
$51 million Membership Unit Purchase Agreement – represented private equity fund in its sale of a utility optimization business.
$40 million Asset Purchase Agreement – represented VoIP telecommunications company in its acquisition of a related business.
Financing Your Business (recent transactions)
$2.75 million Preferred Financing – represented investors in early-stage investment in an e-mail marketing company.
$3 million Series B Financing – represented network acceleration company in Series B financing.
$26 million Credit Agreement – represented telecommunications company as borrower in negotiation and closing of credit facility.
$750,000 Convertible Promissory Note – represented angel investor in $750,000 investment in IT start-up.
$1.675 million Series A-1 Financing – represented network acceleration company in Series A-1 financing.
$7 million Loan and Security Agreement – represented SaaS management company for debt financing.
$8 million Series C Financing – represented organic farming company in Series C financing.
$975,000 Series A Financing – represented network acceleration company in Series A financing.
$5.1 million Series B-2 Financing – represented automated marketing solutions company in Series B-2 financing.
$2.66 million Series A-1 Financing – represented technology company in Series A-1 financing.
$10.5 million Series B Financing – represented agriculture company in Series B financing.
$5.2 million Series B-1 Financing – represented automated marketing solutions company in Series B-2 financing.
$8.6 million Series C Financing – represented SaaS management company in Series C financing.
See our practice areas for a further description of the services we provide.
Integral Business Counsel cannot guarantee future results based on past successes we have achieved.