REPRESENTATIVE TRANSACTIONS

CORPORATE STRUCTURE & GOVERNANCE

Setting up US Subsidiaries

We have assisted numerous Israeli corporations setting up subsidiaries in the US and helping them comply with local state requirements.

International Corporate Structure

We have assisted large companies with business interests and subsidiaries in multiple locations internationally with setting up an appropriate corporate structure.

Corporate Filings and Records

We assist numerous companies with their corporate filings and records.

Board and Shareholder Meetings

We assist numerous companies with their Board and Shareholder meetings and documentation.

Founding a Delaware LLC

We represented the founders of a cloud-based productivity system in connection with the founding of a Delaware Limited Liability Company (LLC) and the negotiation and drafting of its Operating Agreement, as well as several licensing and software development agreements.

COMMERCIAL AGREEMENTS & BUSINESS TRANSACTIONS

Strategic OEM Agreements

We have been working with a NASDAQ-listed technology company in the negotiation of strategic OEM agreements with the world’s leading manufacturers of hand-held to mid-sized mobile devices. We also represented this client over the course of its impressive four-year turnaround phase, in which the company reached agreements with creditors, settled shareholder lawsuits, restructured its capital structure and raised critical capital through several financing transactions.

Professional Services Agreements

We represented a leading provider of Application Performance Management (APM) software in connection with the negotiation of numerous software license and professional services agreements relating to its software products and SaaS offerings.

Trading Services Agreements

We represented a provider of currency exchange and trading services in connection with the negotiation of various SaaS and trading services agreements relating to end-to-end automation of foreign currency transactions based on company’s proprietary payment platform.

Services Agreements with U.S. Banks

We represented a provider of enterprise integration and implementation solutions in the field of service optimization in connection with several professional services and consulting services agreements with major U.S. banks and financial institutions. We have worked with this company since its inception.

Negotiation of Agreements with Telecommunication, Pharmaceutical, and Power Companies

We represented a strategic workforce management and business solutions consulting company in connection with the negotiation of numerous professional services and consulting agreements with leading companies in the telecommunications, pharmaceuticals, and power industries. We have been working with this client since its inception.

TECHNOLOGY & INTELLECTUAL PROPERTY AGREEMENTS          

SaaS Agreements

We have drafted, negotiated and revised the baseline platform SAAS agreements for numerous international corporations, in the fields of Fintech, Big Data, IT, and numerous other business enterprises, including leading technology innovators who are publicly (NASDAQ) listed. Furthermore, we have represented international companies in their negotiations of SAAS agreements with many of the leading international financial institutions.

Platform Agreements

We have assisted international companies in the drafting of their platform policies.

Licensing Agreements; Professional Services

We have prepared and negotiated for our clients licensing agreements and professional services agreements with numerous international customers.

Terms of Service; Terms of Use

We have assisted international companies in the drafting and renewal of their Terms of Service and Terms of Use, and the negotiation of such terms with leading international institutions.

SECURITIES & CAPITAL MARKETS

Initial Public Offerings

We have worked with many small business issuers in connection with their successful Initial Public Offerings (IPO), as well as secondary offerings.

SEC Disclosure

We have assisted a publicly-listed New York Stock Exchange (NYSE) company with the preparation of their annual, periodic, and current reports filed with the Securities and Exchange Commission (SEC) and the NYSE, as well as their corporate governance practices and procedures. As part of this representation, we were actively involved in the drafting and refreshing governance policies and SEC disclosure in line with industry best practices.

Reporting and Compliance

We have worked with numerous publicly-listed companies on NASDAQ/OTCBB in their annual and periodic reporting and compliance requirements. We are well-versed in the various reporting requirements for domestic as well as foreign private issuers, and have engaged in numerous successful interactions with the SEC and FINRA.

Forward Stock Split

We represented an on-line gaming company whose securities are listed on the OTCBB in connection with its 10 for 1 forward stock split. We also represented the company in the negotiation of several technology license agreements with several customers for the licensing of its proprietary gaming platform.

STARTUPS

Establishment of New Ventures

We continuously work with technology innovators and entrepreneurs in the establishment of numerous new companies and ventures in fields ranging from fintech to biotechnology to enterprise software. We then provide legal support for these ventures in all aspects of their business.

Venture Capital

Representation of a leading fintech company in a $20 million capital raise transaction with a leading international VC and global financial institutions

Strategic Investment Representation

We represented our bio-technology client in an early-stage multi-million dollar strategic investment round with a leading international company.

Singapore-based Company Financing

We have worked with a Singapore-based company that develops online games for social and mobile platforms in connection with three rounds of financing totaling more than $5 million.

Founding a Delaware LLC

We represented the founders of a cloud-based productivity system in connection with the founding of a Delaware Limited Liability Company (LLC) and the negotiation and drafting of its Operating Agreement, as well as several licensing and software development agreements.

Financing Rounds with Venture Capital

We represented a developer and provider of innovative FX solutions for emerging market currencies in connection with a $4 million financing round with two leading venture capital firms. We also work with the company in connection with business alliance and licensing agreements with several leading banks and brokers for the use of the company’s proprietary FX solutions.

Joint Venture, Equity and Debt Funding

We represented an innovative medical device company engaged in developing non-invasive monitoring solutions in connection with its entry into a joint venture for the development of real-time, long-distance, remote subject monitoring for the military and security fields. We also represent our client in connection with its equity and debt funding activities, day-to-day corporate matters, and strategic spin-offs of special purpose subsidiaries.

SaaS Agreements

We have drafted, negotiated and revised the baseline platform SAAS agreements for numerous international corporations, in the fields of Fintech, Big Data, IT, and numerous other business enterprises, including leading technology innovators who are publicly (NASDAQ) listed.

Furthermore, we have represented international companies in their negotiations of SAAS agreements with many of the leading international financial institutions.

Startups of All Kinds

We continue to guide numerous start-up companies from formation to pre-seed/early-stage investment and continued company development.

GENERAL COUNSEL SERVICES

Establishment of New Ventures

We continuously work with technology innovators and entrepreneurs in the establishment of numerous new companies and ventures in fields ranging from fintech to biotechnology to enterprise software. We then provide legal support for these ventures in all aspects of their business.

Venture Capital

Representation of a leading fintech company in a $20 million capital raise transaction with a leading multinational VC and global financial institutions.

Terms of Service; Terms of Use

We have assisted international companies in the drafting and renewal of their Terms of Service and Terms of Use, and the negotiation of such terms with leading international institutions.

SaaS Agreements

We have drafted, negotiated and revised the baseline platform SAAS agreements for numerous international corporations, in the fields of Fintech, Big Data, IT, and numerous other business enterprises, including leading technology innovators  who are publicly (NASDAQ) listed.

Furthermore, we have represented international companies in their negotiations of SAAS agreements with many of the leading international financial institutions.

Startups of All Kinds

We continue to guide numerous start-up companies from formation to pre-seed/early stage investment and continued company development.

SEC Reporting and Compliance

We have worked with numerous publicly listed companies on NASDAQ/OTCBB in their annual and periodic reporting and compliance requirements. We are well-versed in the various reporting requirements for domestic as well as foreign private issuers and have engaged in numerous successful interactions with the SEC and FINRA.

Setting up US Subsidiaries

We have assisted numerous Israeli corporations setting up subsidiaries in the US and helping them comply with local state requirements.

International Corporate Structure

We have assisted large companies with business interests and subsidiaries in multiple locations internationally with setting up an appropriate corporate structure.

Corporate Filings and Records

We assist numerous companies with their corporate filings and records.

Board and Shareholder Meetings

We assist numerous companies with their Board and Shareholder meetings and documentation.

MERGERS & ACQUISITIONS

Acquisition from Trustee in Bankruptcy

We represented our client plastic materials during its acquisition from the trustee in bankruptcy of certain material assets of the business of a leading manufacturer of high-quality plastics. We continue to represent the company in all it endeavors, including supply agreements, purchase agreements, strategic business alliance agreements, employment agreements, and consulting services agreements.

International Acquisition

We represented an international corporation in the acquisition of a controlling interest in a distributor in the US.

Due Diligence and Negotiation

We represented a Tel-Aviv based company engaged in advertising optimization in connection with its strategic investment in a Colorado company. Our representation included extensive due diligence and negotiation of transaction documents.

International Joint Venture

We represented our long-standing client, the Israeli subsidiary of a large UK-based company, in connection with its entry into a joint venture to provide trade aggregation services to participants active in the over-the-counter FX market. We have represented this client since inception, including in connection with its acquisition by a leading UK-based inter-dealer broker.

Hi-Tech Acquisition

We represented a California-based identity management software company in its acquisition by a publicly traded New York-based software company. We represented our client in all aspects of its legal and commercial needs for several years prior to its acquisition.

FINANCINGS, ANGELS & VENTURE CAPITAL

Venture Capital

Representation of a leading fintech company in a $20 million capital raise transaction with a leading multinational VC and global financial institutions.

Representation of a leading fintech in a $17 million capital raise transaction.

Angel Financings

Representation of numerous startups in a variety of fields with respect to angel financings.

Strategic Investment Representation

We represented our bio-technology client in an early-stage multi-million-dollar strategic investment round with a leading international company.

Singapore-based Company Financing

We have worked with a Singapore-based company that develops online games for social and mobile platforms in connection with three rounds of financing totaling more than $5 million.

Financing Rounds with Venture Capital

We represented a developer and provider of innovative FX solutions for emerging market currencies in connection with a $4 million financing round with two leading venture capital firms. We continue to work with the company in connection with business alliance and licensing agreements with several leading banks and brokers for the use of the company’s proprietary FX solutions.

Joint Venture, Equity and Debt Funding

We represented an innovative medical device company engaged in developing non-invasive monitoring solutions in connection with its entry into a joint venture for the development of real-time, long-distance, remote subject monitoring for the military and security fields. We also represent our client in connection with its equity and debt funding activities, day-to-day corporate matters, and strategic spin-offs of special purpose subsidiaries.

Startups of All Kinds

We continue to guide numerous start-up companies from formation to pre-seed/early stage investment and continued company development.

FINTECH

Venture Capital

Representation of a fintech company in a $20 million capital raise transaction with a multinational VC and global financial institutions.

Representation of a fintech company in a $17 million capital raise transaction.

Angel Financings

Representation of a fintech company with respect to angel financings.

SAAS

Representation of several fintech companies in the SAAS agreements with their customers, which include leading financial institutions and fortune 500 companies the world over.

Terms of Use; Terms of Service

We have assisted international fintech companies in the drafting and renewal of their Terms of Use and Terms of Service, and the negotiation of such terms with leading international institutions.

Platform Agreements

We have assisted international fintech companies in the drafting of their platform policies.

Policies

The drafting and adoption of policies and guidelines that are tailored to the needs and requirements of the fintech industry.

BIOTECH & AGROTECH

Strategic Investment

Representation of a gene editing company in its investment transactions with global companies in the bio-Tech and agro-Tech space.

Angel Financing

Representation of a bio-tech company in its angel investment raise.

Strategic Agreements

Strategic analysis and structuring agreements, to meet the specific needs of our clients in the space.

REPRESENTATION OF FOREIGN ENTITIES & INDIVIDUALS IN ISRAEL

High Net Worth Individuals

We represent high net worth individuals in pursuing their commercial interests in Israel, including investments, acquisitions, and dispositions of property interests.

Negotiation and Settlement

We represent large international corporations in the negotiation and settlement of legal disputes in Israel.

Ownership out of Israel

We represent corporations with ownership located out of Israel, handling Israeli legal and administrative needs.

Heirs’ Assertion of Rights

We represent heirs in the assertion of their rights to real and personal property in Israel, including complex banking and regulatory processes.

Complex Real Estate Matters

We represented residents of the United States in a complex real estate matter, in which we successfully defended our clients’ financial interests before the District Court of Nazareth, which accepted our argument to nullify previously signed land purchase agreements due to deceit and misrepresentation on the part of a third party, and awarded our clients full ownership rights over the real estate under dispute. Our clients were similarly victorious upon appeal to the Supreme Court of Israel, which upheld the decision of the District Court and awarded our clients the costs of defending the appeal. We continued to represent our clients in all aspects of the monetization of the real estate.