Transactional

Our lawyers have extensive experience assisting clients in complex transactional work, as well as litigating and arbitrating transactional disputes under both federal and state laws.  We are deeply familiar with the types of issues that arise in connection with both public and private transactions, including:

  • Breaches of representations and warranties​

  • Non-compete claims in connection with asset/ownership interest acquisitions

  • ​Indemnification

  • ​Fraudulent inducement

  • Fraudulent transfer and unlawful distributions

  • Breaches of fiduciary duty

  • Officer and director litigation

  • Purchase price adjustments

  • Escrow disputes

  • Promotes and warrants

  • Passive investor claims

  • Insurance claims

  • Advisor negligence and malpractice

  • ​Remedy exercise

  • Lender liability

  • Valuation

  • Bankruptcy and insolvency 

  • General advice and contract review

  • Brand protection

  • Regulatory compliance

  • Import/export

Featured Practice Group Members

  • Drawing on his experience at Prospect Administration, LLC, the third-party administrator for Prospect Capital Corporation, James has extensive experience in all aspects of transactional litigation, including purchase price adjustments, earnouts, lender remedies, lender liability, sponsor and promoter disputes, breaches of fiduciary duty, breaches of representations and warranties, insurance coverage, and fraud.

  • As in-house legal counsel for major Korean multinational corporation, assisted in all stages of transaction structuring

    Experience drafting and negotiating share purchase agreements, asset purchase agreements, joint venture agreements, project agreements and shareholders’ agreements

    Experience drafting and negotiations financing deals, including loan and credit cupport agreements

    In her role as Legal Consultant for the Inter-American Development Bank, managed large-scale transactions and financial closings for international project finance transactions

  • Experience in company- and creditor-side representations during in-court Chapter 11 proceedings and out-of-court financial and corporate restructuring

    Represented Dean Foods and Virgin Orbit in high-profile bankruptcy and restructuring matters

  • Assisted clients in negotiations concerning international trade agreements

    Advised state-owned enterprises on U.S. legal matters for cross-border transactions