Business and Commercial Law
- Represented an employee of a closely held medical practice purchase the practice using an asset acquisition model. Successfully negotiated a reasonable non-compete, transition period and option to purchase the real estate into a multi-year lease. One challenge was addressing the accounts receivables, which were excluded from the purchase price to qualify for third party financing. This required addressing the collection efforts available and permissible by and among the prior owner, a sole proprietorship and limited liability company buyer.
- Assisted a sole proprietor working as an insurance broker business in a transition to an Indiana corporation. Prepared the necessary documents to comply with Indiana law, a consent to lease assignment and transfer of the assets held by the sole proprietorship to the newly formed corporation.
- Represented an owner of a closely held retail limited liability company (LLC) transfer the ownership interest to another member of the limited liability company utilizing a stock acquisition model. Successfully negotiated the purchase price using an installment payment model and independent contractor agreement, which allowed the selling member to continue providing certain services during a transition period to ensure business continuity.
- Represented a group of buyers who formed various entities to acquire real estate and operate a restaurant financed in part by a loan secured by the real property. The project required review of the commercial lending documents, commercial purchase agreement (including ALTA survey and title committment) and drafting of suitable Articles of Incorporation and Bylaws and Articles of Organization and Operating Agreement. This set of transactions also required resolutions related to the operations of the corporation, addressing potential conflicts of interest, operational control and limitations and addressing potential future transitions.
Real Estate and Property Law
- Represented a buyer of tax sale properties, which purchased multiple tax sale certificates at an Indiana commissioner's property tax sale. Prepared notices, petitions and other pleadings required to obtain a tax deed for the properties remaining at the close of the applicable redemption period. Additionally, addressed related property issues such as potential environmental defects, numerous potential title defects and notice procedure requirements.
- Assisted a tax payer with the filing and resolution of tax appeals for various commercial properties by filing the required appeals and providing preliminary appeal assessments based on certain appeal and valuation metrics.
- Drafted a retail lease for use by an owner of a multi-tenant commercial retail property and addressed property specific tenant limitations on use and common areas, landlord default remedies and various protections for the same.
- Drafted a residential lease for use by an owner of multiple residential properties, which addressed property-specific tenant limitations on use, preserved landlord protections related to unauthorized third party use or damages and implemented a detailed and robust pet policy.
- Assisted a purchaser as a part of an acquisition of a commercial property zoned for light industrial use by reviewing the SBA financing documents including certain environmental protections for the lender, and successfully negotiated favorable amendments to the standard default and warranty terms.
Estate and Trust Law
- Assisted family with the preparation of a will and corresponding testamentary trust, living will, powers of attorney and healthcare appointments.
- Assisted single mother with the preparation of a will, living will, power of attorney and healthcare appointment, as well as specific funeral instructions and a means to ensure transfer of digital assets to her beneficiaries.