Litigation & Counseling
We represent businesses and individuals in virtually every type of complex business dispute, including breach of contract, fraud, misappropriation, partnership disputes, dissolution, director and officer liability, alter ego claims, minority shareholder rights, breach of fiduciary duty claims, tortious interference and business interruption claims, trade secret misappropriation and employment disputes, and section 17200 claims for unlawful, unfair and/or fraudulent business practices. We also act as outside general counsel for a number of our business clients, helping them navigate the myriad challenges associated with business success on a day-to-day basis.
We are keenly aware of the issues in written agreements that might lead to litigation and are commonly called upon to review, redline, draft and negotiate contracts to minimize the risk of a dispute. This includes operating agreements, shareholder agreements, employment agreements, corporate contracts such as leases and vendor services contracts, letters of intent, non-disclosure agreements, restrictive covenant agreements, merger agreements, stock purchase agreements and asset purchase agreements.
Commercial Real Estate
We represent owners, developers, contractors, lenders, investors, borrowers, landlords and tenants in every type of dispute involving real property such as those arising from:
- Purchase/sale contracts and options, including interpretation, breach of contract, and specific performance actions, as well as rescission and restitution claims.
- Title matters, including bona fide purchaser/encumbrancer status, lien and ownership priority, easement rights, adverse possession and other prescriptive rights, and accretion/erosion issues.
- Construction, mechanic’s lien and bond claims arising from private and public works projects including design-build, design-bid-build and construction management project delivery systems.
- Fraud, misrepresentation, and failures to disclose in a variety of different types of real estate transactions.
- Secured and unsecured lending disputes involving defense and enforcement of guaranty agreements (“sham guaranty defense”), challenges to loan assignments, deficiency claims, receivership, foreclosures, and prejudgment attachments.
- Management and operating agreements, including shopping center operator issues, as well as common area maintenance and other reconciliation issues.
- Retail, office and industrial properties, including disputes regarding leases and ancillary documentation, rights of first refusal, common area maintenance (CAMs), tenant improvements (TIs), trade fixtures, assignments and subletting, violations of zoning and use restrictions, waste and nuisance.
Appeals & Writs
Appellate work requires outstanding writing skills, persuasive legal reasoning, and a broad knowledge of the unique rules and procedures of the appellate courts. We know how to present a case in a concise, clearly understandable, and forceful manner. Samples of our legal writing appear throughout this website.
We have considerable experience structuring real estate transactions to maximize the tax benefits associated with the ownership of real estate and have assisted hundreds of clients in the acquisition and development of real property.