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Verge Law

  • Firm Mission
  • Practice Areas
  • Blog
  • Contact Us
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Practice Areas

Business and Real Estate Legal Services

Business Formation

Our firm specializes in helping creative entrepreneurs transform their idea into a legitimate, registered business.  Some individuals will benefit from registering their business as a limited liability company, while others will find it more beneficial to register their business as a corporation.  We will help you make this decision in light of the unique makeup of your business.

In addition to registering your business with the appropriate governmental office, we will help you structure and prepare the necessary organizational and governing documents to lay the foundation for your business and position it for future success.  

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Technology Transactions

Our firm helps tech companies negotiate transactions involving the development, licensing, purchase and sale of technology.  We have counseled clients and are experts in negotiating deals across all technology industries.  

In addition, our firm counsels businesses on the legal issues associated with the technology infrastructure of their business, including issues relating to their website, e-commerce platform, collection of third party data, and social media use.  

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Capital Raising

Our firm specializes in offering experienced counsel and guidance to help startups and growing companies get the capital they need.  Whether your business is bringing on investors through an equity offering, taking on debt, or a combination of the two, we can help.  The capital raising services we offer include the following:

Preparing financing instruments including convertible notes, SAFE's, preferred stock grants, and common stock grants. 

Closing family and friends rounds, angel investments, or venture capital deals.

Drafting and negotiating term sheets.  

Drafting, reviewing, and negotiating investment documents.

Drafting, reviewing and negotiating promissory notes, loan agreements and other credit facilities.

Helping startups comply with securities law when raising capital.

Managing lender and investor due diligence requests. 

Preparing investor pitch books.

Preparing Private Placement Memorandums (PPM). 

Crowdfunding advice and registration.    

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Internet and Online Business Law

We provide legal services to online businesses including startups, social networks, and e-commerce sites.  Our services include, but are not limited to, the following: 

- Website Terms of Use and Privacy Policies

- Clickwrap Agreements

- Blog Terms of Use and Privacy Policies

- Blog Affiliate Relationship Disclosures

- Copyright Registrations and Transfers

- Disclaimers

- DMCA Compliance

- eBook Legal Documentation

- End User License Agreements (EULA)

- Membership Websites

- Trademarks

- Website Development Contracts

- Social Media Marketing Contracts

Contact us for a free website review and consultation.  

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Social Entrepreneurship

Our passion is equipping entrepreneurs to make a difference in this world and contribute to our community's flourishing.  Social entrepreneurship is the use of techniques of startup companies and other entrepreneurs to develop, fund and implement solutions to social, cultural, or environmental issues.  This can be accomplished through a variety of organization types, including the following:

Nonprofit Organization

Stand-alone nonprofit organizations include 501(c)(3) public charities or private foundations, or 503(c)(4) social welfare organizations.  

Social Enterprise Legal Forms

These entity types are hybrid legal forms who have a both a profit motive and a social/charitable motive.  A few of the legal forms available include low-profit limited liability companies (L3Cs), public benefit organizations (B-corporations), and flexible purpose corporations.  

Multiple Entity Hybrid Social Enterprise

These social enterprise structures utilize multiple entities to achieve social and for-profit objectives.  This structure includes nonprofit organizations with a for-profit subsidiary or a nonprofit organization with a for-profit sister company.  

For-profit entities with social responsibility objectives

Although for-profit entities are most often concerned with maximizing shareholder value, they do have a unique position and opportunity in the marketplace to make a substantial social impact. We assist clients in developing social responsibility programs and policies for their company and advise for-profit companies on legal mechanisms available to balance their for-profit objectives while having a structured social program in place. 

The legal and financial rules governing these types of entities present unique challenges and opportunities.  We are here to help. Our social entrepreneurship services include drafting formation documents, drafting and reviewing business agreements, mergers and acquisitions between different entity types, consultation on corporate governance, oversight rules and related best practices, and advising on issues of preserving 501(c)(3) status.  

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Intellectual Property

We counsel entrepreneurs and businesses on issues pertaining to protecting their intellectual property and brand.  

TRADEMARKS

With respect to trademarks, our firm provides services aimed at securing the exclusive rights to our client's business names, logos, slogans, and unique product names.  

COPYRIGHTS

With respect to copyrights, we work with our clients to help secure the exclusive rights to their creative works, including images, writings, songs, and videos.  

TRADE SECRETS

With respect to trade secrets, we assist our clients in protecting their valuable business information, such as secret recipes, customer contact lists, and internal processes.  

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Contracts

Every business relationship is created contractually.  Whether written, oral, or a combination of the two, businesses will be governed by and operated in accordance with contracts.  Our firm specializes in drafting and reviewing contracts for our clients.  

Business Formation Agreements

If you are operating your business with other persons or investors, it is crucial that you establish these relationships with well drafted agreements.  Every business will need particular contracts to govern its unique makeup, but some common agreements include operating/partnership/shareholder agreements, employee equity grants, confidentiality and non-disclosure agreements, invention assignment agreements, non-compete agreements, and investor agreements.  

Day-to-Day Templates

Businesses often need the same types of contracts again and again for clients, employees, and other regular transactions. Get some well-drafted templates in place that meet the unique needs of your business. Common templates include services agreements, client engagement letters, employment agreements, independent contractor agreements, terms of use, privacy policies, licensing agreements, and non-disclosure agreements.  

Contract Review

As an entrepreneur, you will encounter several contracts from vendors, partners, employers, and other individuals and businesses. Understanding the terms of your contracts before signing is extremely important. Our firm will help you review contracts, highlight questionable provisions, and negotiate the terms of your deal before signing. 

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Mergers and Acquisitions

Our firm is experienced in advising both buyers and sellers in all types of M&A transactions. Whether you are buying or selling a business, or have an offer to from another company to merge operations, we can assist you in all phases, from the initial term sheet negotiation to closing the deal.  

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General Counsel Services

Our firm specializes in providing businesses proactive advice and counsel, helping our clients identify and understand legal issues that face them on a day-to-day basis.  Also, we work and collaborate with a large network of accounting, design, creative, finance, marketing, technology, and business professionals.  Due to this large network of professionals, our firm is able to holistically counsel our clients.  We specialize in solving legal issues, but we add tremendous value in our ability to synthesize all the moving parts of our client's business so that the whole of the business flourishes.

In addition to our firm's holistic approach to serving our clients, we offer broader outside general counsel services to our clients.  In effect, we can operate as your company's general counsel without you needing to hire a full time position to manage your company's legal affairs.  Our general counsel services include contract negotiation, developing corporate policies and related training, counseling officers and directors on fiduciary duties, managing litigation, dispute resolution, preparation for board and shareholder meetings, and general legal advice and strategy.     

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Employees and Independent Contractors

We counsel businesses on the legal issues associated with hiring, managing, and firing employees, independent contractors, consultants, and advisers.  

In addition, we assist startups in preparing equity compensation plans for the company's founders, key employees, and service providers.  This can be in the form of restricted stock, stock options, phantom stock, or other mechanisms to incentivize and compensate employees and service providers for their work.  

 

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Filings, Registrations and Licenses

Many businesses require extensive filings, registrations, and licenses unique to their particular industry.  We can help you navigate this process and advise you through the web of governmental agencies and their required filings.  Many of our clients find tremendous value in outsourcing these processes to our firm in order to free up time to grow their business and to ensure they do not miss important filings. 

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Small Business Tax

Our firm provides tremendous value to our clients in our ability to help entrepreneurs and small businesses navigate the legal complexities associated with how their entity is taxed.  The IRS has given small businesses numerous options and elections for how they wish to be taxed, and making the correct election is crucial for the financial success of every business.  We save our clients thousands of dollars in taxes every year and help them position their businesses for future success through tax structuring techniques.  

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Real Estate Law

Our firm assists clients in a variety of real estate transactions.  In our real estate practice, we represent developers, commercial landlords and tenants, purchasers and sellers, builders, title companies, lenders, brokerage firms, and real estate investors.  

Our services include assisting in purchases, sales, leasing transactions, commercial and residential development, curative title work, loan documents, land use issues, historical preservation, mixed-use development, placemaking and urban planning initiatives, private placements, joint ventures, and much more.  

 

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Back to Practice Areas
1
Business Formation
1
Technology Transactions
1
Capital Raising
3
Internet and Online Business Law
1
Social Entrepreneurship
1
Intellectual Property
2
Contracts
1
Mergers and Acquisitions
1
General Counsel Services
1
Employees and Independent Contractors
1
Filings, Registrations and Licenses
1
Small Business Tax
1
Real Estate Law

If you are interested in scheduling a free consultation or if you have any questions regarding the services our firm offers, please submit your information in the form below, and we will get back with you shortly.  If you prefer to speak with an attorney, our telephone number is below.

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Thank you!

T:(405) 633-0875

E: mjones@vergelaw.com