Mark Absher Email & Phone Number

Irvine, California, United States

Irvine, California, United States

Irvine, California, United States

* Assisted company staff, bankers, and financial and outside legal professionals in crafting many of the company's securities-related filings, including 8-Ks, Form 4s, 14Cs, 14As, S-3s, S-1s, 10-Qs and 10-Ks, and effecting a reverse stock split* Assisted company with its subsidiary's sponsored SPAC, particularly in relation to the drafting, negotiation and due diligence associated with a host of anticipated de-SPAC and other acquisition relation transactions, and taking actions associated with the extension and subsequent closing of the SPAC* Advised regarding the company's privacy policy, terms and conditions of use of the company's website, client service agreements, client matters, intellectual property, leases, and litigation claims including discovery and resolutions* Prepared minutes and consents in connection with meetings of the company's shareholders, board of directors and board committees* Originated documentation for shareholder votes, Inspector of Election reports and oaths, and scripts for the conduct of shareholder meetings* Reviewed and identified caution and negotiation points applicable to key vendor agreements and client service agreements in order to secure the most favorable terms feasible for the company* Provided advice and counsel to management regarding the securing of applicable insurance coverage* Provided litigation support and review of outside counsel in litigation matters* Organized and managed corporate documentation* Took action to protect the company's intellectual property

Irvine, California, United States

* Advise regarding and assist with reviewing the company’s and product, as applicable, compliance with California’s Proposition 65, California’s Rigid Plastic Packaging Container law, NDAA Section 889, antitrust, Cybersecurity Maturity Model Certification (CMMC), Section 508, Energy Star and various export laws.* Update the company’s standard form contract templates.* Revise the company’s employee handbook to comply with updates to various laws, including laws applicable to government subcontractors; adjust employment related notices on website.* Complete the company’s System for Award Management and Commercial and Government Entity (SAM/CAGE) Code registrations.* Prepare letters of supply, Conflict Minerals Reporting Template (CMRT) submissions, certificates of origin and letters of authorization.* Prepare governance documentation, including documentation relating to capitalizations, amendment of articles of incorporation to increase authorized shares, shareholder and director consents, filing Form ID and Form D with the SEC and completing Blue Sky filing.* Re-draft the company’s privacy policy and prepare audio PowerPoint presentation regarding the status of privacy laws for all employees to secure applicable privacy training; provide guidance regarding website privacy notices; and audit company’s contracts for compliance with General Data Protection Regulation (GDPR) and California Consumer Privacy Act (CCPA) requirements.* Assist the company in recovering assets owed to the company.* Respond to and manage various claims with a goal of substantially mitigating or eliminating threat of liability.* Advise regarding employment, contract and licensing matters and compliance with COVID-19 mandates and requirements.* Advise regarding advertisements and packaging, assuring compliance with compatibility and comparative advertising limitations and intellectual property laws.

Diamond Bar, California

* Modified, with legal staff, the GDPR provisions of contract templates for use with EU clients, considering the nature of the company's services and also considering Brexit* Improved all of the company's contract templates for use with North American and European clients and sales agencies* Assisted management and legal staff with significant transaction matters * Provided strategies to improve the company's trade secret protections, including modifications to the company's employment contracts and policies* Assessed the obligations of clients to secure Internet Content Provider licensing in China* Providing training to legal professional staff to assume various legal duties of company* Secured H-1B status for key legal staff member* Improved the company's privacy policy, synthesizing EU, Chinese and California requirements

Irvine, Ca

* Assisted company staff, bankers, and financial and legal professionals in crafting some of the company's initial and subsequent securities filings, including amendments to the 1-A, the first 10-Qs, 8-Ks, Form Ds, Form 4s, 14Cs, S-3, and 10-Ks, and in completing the company's IPO* Originated the Company's privacy policy, document retention policy, code of conduct, insider trading policy, terms and conditions of use of the Company's website and mobile application, sales agreements, director agreements, employment agreements, employment termination agreements and client service agreements* Originated procedures for employment practices claims processing in conjunction with applicable stakeholders and provided guidance and responsive documentation, as applicable, with regard to employment practices related claims* Secured initial licenses, registrations, and certifications for Company in the highly regulated professional employer services industry and provided training for a compliance professional to assume such responsibilities* Prepared, typically in advance of every meeting in order to expedite the process, all of the Company's minutes and consents in connection with meetings of the shareholders and board of directors* Originated the ballots for shareholder votes, Inspector of Election reports and oaths, and scripts for the conduct of shareholder meetings* Reviewed and negotiated key vendor agreements and client service agreements in order to secure the most favorable terms feasible for the Company* Provided advice and counsel to management regarding the securing of applicable insurance coverage* Provided litigation support and review of outside counsel in litigation matters* Took action to protect the Company's intellectual property* Secured H-1B immigration visa approval for a compliance professional* Prepared 8-Ks, Blue Sky filings, and 14As

Nashville, Tennessee

* Drafted, reviewed and negotiated the terms of nearly all of the commercial and operational contracts of the organization; trained paralegals and developed strategies for negotiating the best feasible terms for the organization in connection with its operations related agreements, including software and technology licensing, software development, venue and events, sweepstakes, intellectual property assignments, affinity relationships, advertising, facilities construction and renovation, benefit provider relationships, security agreements, real estate purchases and sales, land leases, employees, and some speakers and authors* Provided advice, counsel, documentation, due diligence, and negotiation with management teams to complete the organization's due diligence and asset acquisitions (20 completed of 31 considered) and divestitures (3 completed of 4 considered) ($170 million value of all completed acquisitions and divestitures combined, excluding lease assumptions)* Principal attorney assigned to assist management in completing the organization's sale of its Nashville headquarters and land (one of the largest property sales in downtown Nashville's history)* Served as the key legal stakeholder in the organization's purchase of land and construction of its principal office building in Nashville and in the construction of certain facilities at it conference center* Principal attorney assisting retail division management in negotiating the legal terms of the leases, amendments, estoppels and SNDAs for the organization's national retail store chain* Served as a key legal stakeholder in advising and counseling management and other stakeholders and preparing documentation as necessary regarding sweepstakes, insurance, employment matters, gift cards, and compliance with tax exempt organization, nonprofit mailing, UCC filings, and price discrimination laws* Served as secretary for the investment committee of the organization's board of trustees

Jd, Law

Activities and Societies: *Moot Court Board * Moot Court Council * Starr National Insurance Law Moot Court Competition, Hartford, CT.

Bachelor Of Science (B.S.), English Education

Activities and Societies: Vice-President of University's Writer's Forum, Junior; Intra-University Debate Team, SeniorTop 13% Graduate