At Waldrop & Colvin, we listen carefully, think critically, and communicate effectively. To us, listening carefully means understanding our client's true business needs and suggesting practical solutions to accomplish goals. Likewise, thinking critically means more than solving the immediate issue. It means delivering legal solutions that prevent future problems. We look around the corner. Lastly, we believe there is substantial value in ongoing and open communication between business leaders and business minded attorneys. We are accessible, hardworking, and down to earth. We meet in person, call, video-chat, text or email depending on the situation and client need.

Drafts, reviews, and negotiates contracts to close deals (mergers, acquisitions, divestitures along with products and services). Recruit and retain top talent by drafting and negotiating offer letters, employment agreements, benefit programs, and non-compete provisions. Maintains corporate governance structures drafting board packets, corporate resolutions, board minutes, and maintains the capitalization tables and stock registries. Drafts, updates, and maintains employee handbooks assuring compliance with ever changing regulatory requirements. Produces private placement memorandums, subscription agreements, and related documents for multi-million-dollar equity raises. Issues fully compliant franchise disclosure documents and interacts with regulatory agencies as required.• Helped to raise millions by partnering with a finder to deliver presentations to investors and draft and negotiate documents (Private Placement Memorandums, Subscription Agreements, Compliance Questionnaires, and pitch decks).• Created all transaction templates required to run the operate a business brokerage such as confidentiality agreements, listing agreements, and letter of intent forms.• Enabled twelve strategic brand acquisitions and six divestitures by providing negotiation merger and acquisition documents.• Promoted business objectives and mitigated risk in rapidly changing markets by executing reduction in force initiatives, while ensuring those impacted were treated with dignity and fairness.

Helping companies and entrepreneurs build flexibility, scalability, and prudence into their future.

Advised Board of Directors for over 600 local companies and authored strategic plans for the acquisition and management of a real estate portfolio worth over $150 million. Served as a trusted business advisor that guided the management team to establish an eCommerce platform and embrace cloud computing. Wrote custom board resolutions, preparing annual meeting packets, coordinating annual meetings, and overseeing government filing activities.• Led the company in reestablishing its competitive position by successfully instituting an ecommerce platform to support over 600 wholesale distributors and generating additional revenue estimated at $50 million annually. Oversaw review and negotiation and execution of complex information technology contracts under both a traditional and software as a service models. Acted as key resource to the leadership to shape marketing persona, customer journey, and the user experience. The result was a platform that delivered tailored customer experiences focused on the target market.• Enabled establishment of a national quote center in Atlanta, Georgia, greatly streamlined the quote to cash process, and integrated automated tools to substantially improve profitability.• Decreased outside counsel fees by over $500,000 annually by more efficient management of resources.

Created and led a team (attorneys, paralegals, staff) delivering contract and commercial legal support across all divisions and departments for a $13 billion industry-leading distribution enterprise. Oversaw contracts closing an average of $2 million per day in contracts (250 days a year). Led legal negotiations and coordinated activities to meet reporting requirements as a publicly traded company.Drove compliance programs. Designed a Workers Comp premium allocation system that reduced incident rates and average claim costs. Slashed legal fees and costs on multi-million dollar claims. Defended against lawsuits nationwide and oversaw outside counsel, for example, a multi-million dollar intellectual property case that resulted in the award of over $2 million in legal fees.• Facilitated construction of an eCommerce platform that generated with over $2 billion in yearly sales by negotiating complex information technology contracts and licensing.• Saved millions of dollars and achieved higher compliance levels by developing a robust network of temp staffing companies. The program has employed over 500 workers, amounting to over $25 million in payroll, and with over 10% of the workers becoming full time employees.• Successfully defended the company against a $3.2 million bankruptcy preference lawsuit and saved over $300,000 on the bottom line.• Significantly improved compliance and management of future claims risk by training 95% of employees (in a 20,000 employee organization).• Increased matter closure rates 11% by designing and instituting usage of standardized forms, a contract repository, a contract playbook, and a clause library.• Protected over $10 million in annual sales by effectively resolving government inquiries. • Recognized by management as key contributor and trusted advisor for an oil wildcatting operation, enabling them to capitalize ($7 million in yearly profit) on a historic opportunity (hydrofracturing technology) while managing risk.

Led the contracts and commercial law department consisting of a highly interactive team of lawyers, paralegals and support staff to support all departments including sales, marketing, advertising, sourcing, supply chain, credit, human resources, IT, acquisitions, security, accounting and finance; structured international operations including Mexico, Puerto Rico, Panama and throughout the Caribbean by teaming with local counsel; promoted regulatory compliance on privacy, credit reporting, antitrust, and anti-corruption; managed complex litigation and equitably resolved pre-litigation disputes with trading partners in a cost effective manner to minimize cost and limit disruptions; counseled credit managers on a wide range of finance issues including debtor/creditor relations, bankruptcy, secured transactions, liens, bonds, personal guarantees and fair credit reporting compliance.Selected Accomplishments• Led team to increase contract closure rates by an average of 11% per year for the last 5 fiscal years while decreasing new litigation matters by 8% per year during the same period.• Guided the expansion of the oil and gas supply business in North Dakota to help the local branch achieve “Branch of the Year” for sales and profitability growth.• Developed a contract playbook and clause library to improve consistency and productivity.• Scripted and directed an innovative series of 3 minute videos to deliver on-demand training on negotiation and bankruptcy that significantly reduced the learning curve.• Achieved 95% completion rate for training on ethics, antitrust and anti-corruption to enhance compliance and manage the risk of future claims.• Negotiated a telecommunication contract yielding millions of dollars of cost savings while maintaining quality of service.• Counseled managers on the creation of an online presence and negotiated with IT vendors to put all the components necessary in place from a system architecture perspective.

Provided strategic and tactical counseling to senior and mid level managers on commercial law issues and handled transactions for the purchase and sale of products and services; reviewed, drafted and negotiated contracts for IT procurement covering infrastructure, programming, customer support, telecommunications, SaaS and professional services; data privacy and IT security; Non-compete agreements, contingent labor, benefits, and training; M&A due diligence and integration support on key strategic acquisitions.Selected Accomplishments• Delivered training on advanced contract review and negotiation techniques which lead to millions in incremental sales and lowered the risk profile.• Documented, negotiated and closed a $1.5 billion contract with a strategic customer.• Successfully defended against a multi-million dollar intellectual property lawsuit resulting in and award of $2.3 million in attorneys fees.• Successfully resolved bankruptcy preference suits resulting in multi-million dollar savings.• Designed and implemented a worker’s compensation premium allocation methodology that drove behavior to lower injury rates and insurance costs.• Developed and implemented background check and drug screening requirements for employees and contract workers to reduce risk and cost.• Created a preferred provider network for temporary staffing vendors that lowered billing rates and risk while enhancing DOT compliance.• Spearheaded sales contract improvement initiative to reduce complexity and closure times.• Established a distributor alliance program to promote disadvantage business entity development

Served in a dual role for a medical device manufacturer. Operational responsibilities included AR/AP, logistics and finance. Legal responsibilities included acquisitions, human resources, contracts, intellectual property and litigation.Selected Accomplishments• Negotiated sales contracts with one of the largest hospital chains to substantially increase revenue and profitability.• Sourcing and negotiation of contracts for the manufacturing of all hardware components and services, including circuit boards, electronic measurement devices to lower unit cost and increase fill rate.• Defended the company successfully in intellectual property litigation.• Structured a lending facility to provide critical working capital and acquisition leverage.• Handled the acquisition of a strategic competitor to increase market share.• Negotiated a private placement to a venture capital firm to position the company for growth.

Counsel to a Washington DC area based real estate development consulting firm focused on government contract negotiation and administration.Selected Accomplishments• Negotiated and administered government contracts to achieve double digit growth.• Helped facilitate a $13 billion appropriation from Congress for new courthouse construction.• Provided analysis to Article III judges on the impact of legal trends on criminal and civil caseload to enhance customer service levels.• Created real estate lease database and analysis tool leading to significant rent reductions.