Every matter begins with listening. I explain your options in plain language, identify practical next steps, and help you make informed decisions. Select any item below to read more about it.
A clear contract prevents misunderstandings and protects you if something goes wrong. I review agreements before you sign, point out risky terms in plain language, and suggest changes to protect your interests. I also draft contracts from scratch, including service agreements, vendor and supplier contracts, independent contractor agreements, and nondisclosure agreements. Key items I look at include payment terms, liability limits, termination rights, and how disputes will be resolved. Reviewing a contract before signing usually costs far less than fixing a problem afterward.
Choosing the right structure, such as an LLC, corporation, or partnership, affects your liability, taxes, and paperwork. I prepare and file formation documents with the Texas Secretary of State and draft operating agreements, bylaws, or partnership agreements that spell out ownership and decision-making. As a business grows, it may make sense to convert to a different entity type, which Texas law allows without starting over. When it’s time to close, I handle the steps to wind down properly, including obtaining tax clearance from the Texas Comptroller and filing a certificate of termination. Closing correctly helps protect owners from lingering liability and fees.
In an asset sale, a buyer purchases specific business assets, such as equipment, inventory, customer lists, and the business name, rather than the company itself. This often lets the buyer avoid taking on the seller’s past debts and liabilities. I draft and review asset purchase agreements, bills of sale, and assignments of leases and contracts. I also help with due diligence, such as searching for liens on the assets and confirming the seller’s taxes are paid, since a Texas buyer can be held responsible for a seller’s unpaid sales taxes. Whether you are buying or selling, I help make sure the deal says what you expect.
Buying a membership interest means buying an ownership share of an LLC, either part of the company or all of it. Unlike an asset purchase, the company continues with all of its history, including its contracts, debts, and potential liabilities. That makes careful review important: I examine the company’s operating agreement, which often limits transfers or requires other members’ consent, along with its financial records and obligations. I draft the purchase agreement and assignment documents, including protections such as representations, warranties, and indemnification. I also help existing members buy out a departing partner.
A demand letter formally explains a dispute and what you want done, such as payment, performance of a contract, or an end to harmful conduct. A clear, well-supported letter from an attorney often resolves a problem without going to court. Some Texas claims, such as those under the Deceptive Trade Practices Act, require written notice before a lawsuit can be filed. If you receive a demand letter, I help you understand your risk, respond within any deadlines, and negotiate a resolution. Either way, the letter creates a record that can help if the dispute continues.
Unpaid invoices hurt cash flow, and the longer they sit, the harder they are to collect. I help businesses recover what they’re owed, starting with a firm demand and, where appropriate, a payment plan or settlement. Texas law can allow a business that wins a contract claim to recover reasonable attorney’s fees from the other side, which gives a demand letter added weight. If the matter needs to go to court, I’ll explain your options. Most claims for debts in Texas must be brought within four years, so it’s wise to act promptly.
Patents protect new inventions; trademarks protect your business name, logo, and slogan; and copyright protects original creative work, such as writing, photos, designs, and software. As a USPTO registered patent agent, I can help you assess whether an invention may be patentable, prepare and file provisional and nonprovisional patent applications, and respond to examiner rejections. Timing matters: publicly disclosing, selling, or offering to sell an invention generally starts a one-year deadline to file in the United States, and many other countries require filing before any public disclosure. For brands, I can run a clearance search before you invest, file federal trademark applications with the U.S. Patent and Trademark Office, respond to examiner objections, and help with Texas state registration when it makes sense. For copyrights, registration with the U.S. Copyright Office is generally required before suing for infringement and can make additional damages available.
