Washington, D.C.

Corporate & Start-Ups

We counsel small to mid-sized companies in various aspects of corporate and transactional law, including contract issues and negotiations; acquisitions and sales; intellectual-property matters; employment, contractor, vendor, and agent agreements; and risk-mitigation with clients, agents, contractors, and vendors. We have completed successful negotiations with Fortune 100 companies, multi-national government contractors, and numerous other companies, large and small.

Outside General Counsel

For companies that do not need a full-time general counsel, we perform that function, assisting with legal strategy and business negotiations. Most clients find that having a firm that both understands the company's business and knows its history is more efficient than coordinating overlapping work by multiple firms, leaving company executives free to concentrate on running the company.

Because a single miscue on a mundane contract can determine the result of a project gone sideways, we routinely provide advice on everyday business issues. A short phone call can turn a potential catastrophe into no more than a busy afternoon.

We frequently counsel technology and engineering companies—especially in software development, information security, and professional engineering and design—in contract issues and negotiations, employment issues, acquisitions and sales, joint ventures, and intellectual-property protection.

We assist clients to protect and license intellectual-property rights, especially in joint ventures and engagements with contractors and other third-party vendors. We have also counseled start-ups from inception, creating the initial business entities and negotiating their first business relationships, and we continue to represent them as they grow.


Our clients have included software companies, engineering firms, Internet-advertising companies, non-profit software foundations, government contractors and subcontractors, and information-security consultancies, as well as their corporate officers (CEOs, CFOs, CTOs, CISOs), directors, investors, and co-founders. We have represented them in sales of corporate entities, sales and leases of intellectual property, contracting and subcontracting, spin-offs, and other corporate transactions.

We routinely develop strategies to guide negotiations in advance and then provide legal advice during contract negotiations and drafting. When presented with contracts, memoranda of understanding, and term sheets by sometimes more-powerful companies, we negotiate on behalf of clients to turn the tables and put our clients in positions of maximum leverage, to protect their interests and to increase their economic advantage.

Common Corporate and Start-Up Matters

  • Choice of business entity
  • Operating agreements and dissolution plans
  • Executive employment agreements and compensation plans
  • Master services agreements and joint ventures
  • Negotiations with business partners, joint venturers, vendors, and high-value employees
  • Contract drafting
  • Intellectual-property protection
  • Start-up and small-business funding strategy
  • Non-profit software foundations