Representative Matters

Representation of the minority owners and operators of a multi-location fast casual food franchise in the transfer of majority ownership from one private equity owner to another private equity owner and the restructure of operating lines of credit.

Represented an enhanced oil recovery technology company in connection with private equity investments and capital formation.

Represented group of employees in week-long arbitration seeking recovery of unpaid bonuses, commissions, and severance payments in which approximately $1,000,000 was in controversy.

Preparation of restrictive covenants for master-planned mixed-use communities in Houston, San Antonio and Dallas-Fort Worth region, including various subordinate restrictive covenants and condominium documentations.

Represented developer/purchaser of large acreage tract in Bexar County (San Antonio area) in acquisition and negotiation of development agreements with adjacent owners and San Antonio Water Systems (SAWS) for provision of utility service.

Represented major commercial and residential waste collection business and its affiliates in a large scale divestiture in the sale of substantially all of its assets, including multiple properties throughout Central Texas

Represented client in acquisition of 17 acres in downtown Houston for $13 million

Served as lead merger and acquisition counsel for Disa Global Solutions, Inc., a third-party administrator providing safety and compliance solutions for all industries, from 2016 through 2022, at which time it was sold to a major private equity company out of Boston, Massachusetts.  Represented Disa in the closing of between 10-15 acquisition transactions a year.

Represented the Metropolitan Transit Authority of Harris County, Texas (METRO) in the acquisitions of right-of-ways along light rail routes and in the sale of right-of-ways along the Westpark Tollway corridor to the Fort Bend County Toll Road Authority

Represented a buyer in the purchase of a private jet.

Obtained judgment of more than $9 million on behalf of entrepreneurs related to the sale of their valve company to a New York-based private equity firm. After the sale, the buyer asserted indemnification claims against the entrepreneurs based on pre-sale representations allegedly made by the entrepreneurs. In doing so, the buyer sought to avoid paying the bulk of the purchase price for the entrepreneurs company. On competing summary judgment motions, the New York Supreme Court Commercial Division rejected the buyer’s claims (including claims for fraud, breach of contract, indemnification, and set-off) and granted the entrepreneurs affirmative claims for breach of the various promissory notes at issue. The New York Court also awarded attorney’s fees to the entrepreneurs.

Represented a refinery service contractor in a multi-million dollar lawsuit involving claims arising out of the refinery’s refusal to pay for services and counterclaims by the refinery relating to alleged breaches of safety procedures. Within five months of filing lawsuit and shortly after the filing of a pre-discovery, summary judgment motion asserting immediate right to payment, the matter was successfully resolved.

Represented a world leader in premium insulation coatings against a former distributor based on claims for breach of a written distributor agreement, as well as claims for breach of oral agreements or, alternatively, quasi-contractual claims such as promissory estoppel and unjust enrichment. Following written discovery and depositions of the named parties, certain third-parties, and experts, both parties moved for summary judgment we moved on all of plaintiff’s claims and plaintiff moved solely on liability for its contractual claims. With the summary judgment motions pending, the matter settled on confidential terms.

Represented a financial services provider with formation of a hedge fund.

Successfully defended a manufacturer in a lawsuit brought by former employee claiming sexual harassment, hostile work environment and negligent hiring based on allegations that former employee’s supervisor made sexually explicit comments to her. The former employee’s claim of negligent hiring was premised on the allegation that the employer hired the supervisor who had a criminal record. The lawsuit raised novel issues relating to the exclusivity provision of the Texas Workers Compensation Act.

Represented a Houston-based restaurant business in its reorganization and restructuring.