Representative Matters

Assisted client in drafting and implementation of company policies.

Represented a commercial retail developer in formation and capitalization of multiple joint ventures.

Represent national homebuilders in the negotiation and drafting of documents for the acquisition and development of undeveloped acreage and developed lots for master planned communities in the Houston, Dallas-Fort Worth, Austin and San Antonio market areas, including drafting and negotiation of contracts, easements, development and financing agreements, escrow and cost-sharing agreements for regional improvements between owners, and subdivision restrictions and property owners association formation.

Represented Midway in a collaborative partnership with Texas A&M University, among others, in connection with the financing, development and pre-leasing of phase one of an approximately 60 acre multi-phase mixed-use project in College Station, Texas known as Century Square, which, once complete, will include two full-service hotels, office, retail, restaurants, entertainment, loft apartments and more.

Represented Core International, LLC, a Houston-based manufacturer and supplier of highly engineered rubber components and supply chain solutions, and its shareholders in a majority recapitalization by Rock Hill Capital Group.

Routinely represented a national bank in many aspects of creditor rights law, including the enforcement of loan documents and collection claims.

Transfer of ownership interests in multiple related entities and jointly owned ventures relating to various lines of business in settlement of disputes between the business’s owners.

Successfully obtained injunction on behalf of client against former employee. The client was a refinery maintenance contractor who brought suit alleging the former employee breached non-compete and non-solicitation covenants, and the former employee asserted counterclaims for damages arising out of termination of employment. After securing a Temporary Injunction that prohibited the former employee from competing and soliciting clients, the matter ultimately settled with entry of Permanent Injunction and no payment to employee for alleged damages.

Restructure of buy/sell provisions and deadlock provisions for a jointly owned Technology development company.

Sale of a controlling interest in a company engaged in the business of construction and maintenance services for overhead and underground electrical distribution systems for utilities, regional co-ops, local municipalities and industrial customers, including a pre-sale “F” reorganization.

Assisted with the corporate reorganization of a billion dollar enterprise, including the amended and restated of over 180 limited partnership agreements and limited liability company agreements.

Represented a Houston-based industrial tank cleaning business in connection with a $13 million refinance transaction with a senior commercial lender. Represented same company in a later $60 million majority recapitalization transaction with a St. Louis based private equity firm.

Represent private industrial developer in development of land for build-to-suit and spec industrial facilities and supportive retail and commercial space.

Represent private developer in the development and sale of retail shopping center including negotiation and drafting of contracts for sale of improved and unimproved commercial parcels, reciprocal access easements and cost-sharing agreements and incentive agreements with municipalities.

Obtained judgment of more than $9 million on behalf of entrepreneurs related to the sale of valve company to a New York-based private equity firm. After the sale, the buyer asserted indemnification claims against the entrepreneurs based on alleged pre-sale representations by which the buyer sought to avoid paying the bulk of the company purchase price. 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 both landlords and tenants in drafting and negotiating various commercial leases, including anchor tenant leases, gross sales leases, ground leases, industrial leases, office leases and retail leases.