Fractional General Counsel, providing cost-effective, on-demand legal counsel tailored to the needs of growing businesses. Serving as a "fractional general counsel," I offer strategic legal guidance and support without the overhead of a full-time in-house attorney. Specializing in start up law, corporate transactions, private placements, real estate, and technology.Corporate Transactions.Mergers & acquisitions, venture capital financings, private equity investments, strategic partnerships.Start-Up Law.Entity formation, founder agreements, seed & early-stage financings, intellectual property protection.Commercial Real Estate.Acquisitions, dispositions, leasing, financing, development, and disputes.Technology Companies. Data privacy & security, software licensing, technology transactions, regulatory compliance.

Outside general counsel with experience in commercial real estate and transactions, start up law, corporate securities, investments and private placements, mergers and acquisitions, and commercial contracts.Commercial Real Estate. Advised clients on all aspects, including acquisitions, dispositions, leasing, financing, and development. Drafted, reviewed, and negotiated purchase and sale agreements, retail, industrial, and office leases, loan documents, and other transaction-related agreements. Conducted limited due diligence. Advised clients on land use and regulatory issues, including obtaining zoning, permitting, and land use approvals. Represented clients in related disputes and litigation.Emerging Companies and Start-Up Law.Advised startups throughout their lifecycle from formation to exit. Advised on entity selection and formation. Drafted and negotiated founder agreements, stock option plans, and other equity incentive arrangements. Assisted with seed and early-stage financings, including convertible notes, SAFEs, and priced equity rounds.Private Placements.A wide range of private securities transactions, including: equity and debt securities under Regulation D and other exemptions; venture capital and private equity; private investment fund formations; complex vehicles structuring; drafting, reviewing, and negotiating: private placement memoranda (PPMs); subscription agreements, limited partnership agreements, shareholder and investor rights agreements. Represented clients in related disputes and litigation.Mergers and Acquisitions.Lead and managed all aspects of M&A transactions to closing, incl. buy- and sell-side representation, mergers, and diverstitures. Structured and negotiated terms and deal documents. Conducted due diligence. Commercial Transactions.Drafted, reviewed, and negotiated: MSAs with detailed SLAs; supply chain and distribution; tech, software, and IP licensing; JV agreements; SaaS agreements, and cross-border transactions.

Outside general counsel with experience in commercial real estate and transactions, start up law, corporate securities, investments and private placements, mergers and acquisitions, and commercial contracts.Commercial Real Estate. Advised clients on all aspects, including acquisitions, dispositions, leasing, financing, and development. Drafted, reviewed, and negotiated purchase and sale agreements, retail, industrial, and office leases, loan documents, and other transaction-related agreements. Conducted limited due diligence. Advised clients on land use and regulatory issues, including obtaining zoning, permitting, and land use approvals. Represented clients in related disputes and litigation.Emerging Companies and Start-Up Law.Advised startups throughout their lifecycle from formation to exit. Advised on entity selection and formation. Drafted and negotiated founder agreements, stock option plans, and other equity incentive arrangements. Assisted with seed and early-stage financings, including convertible notes, SAFEs, and priced equity rounds.Private Placements.A wide range of private securities transactions, including: equity and debt securities under Regulation D and other exemptions; venture capital and private equity; private investment fund formations; complex vehicles structuring; drafting, reviewing, and negotiating: private placement memoranda (PPMs); subscription agreements, limited partnership agreements, shareholder and investor rights agreements. Represented clients in related disputes and litigation.Mergers and Acquisitions.Lead and managed all aspects of M&A transactions to closing, incl. buy- and sell-side representation, mergers, and diverstitures. Structured and negotiated terms and deal documents. Conducted due diligence. Commercial Transactions.Drafted, reviewed, and negotiated: MSAs with detailed SLAs; supply chain and distribution; tech, software, and IP licensing; JV agreements; SaaS agreements, and cross-border transactions.

Founded a boutique law firm, representing corporate and small business clients on a wide range of issues, both transactional and commercial litigation. Argued and won at the Tennessee Court of Appeals. Experience includes real estate transactions, investments and securities, commercial contracts drafting and negotiation, complex transactions, commercial real estate transactions, including lease drafting and negotiating, entity formation and restructuring, mergers and acquisitions, dispositions, partnership dispute resolution, workouts, and dissolutions.

Chief executive of start up social enterprise, provided visionary leadership and strategic direction, and responsible for overseeing all aspects of the organization's operations, ensuring its financial sustainability, and driving impact. Developed and implemented long-term strategic planning aligned with the organization's mission and vision. Fostered a culture of innovation, collaboration, and impact within the organization. Represented the organization to external stakeholders, including donors and partners.. Built and maintained strong relationships with the board, providing regular updates and seeking guidance. Oversaw day-to-day operations of the organization, ensuring efficient and effective program delivery. Lead and managed a high-performing team, providing mentorship and professional development opportunities. Developed and monitored annual budgets, ensuring financial sustainability and accountability. Implemented financial controls and reporting systems. Developed and executed a comprehensive fundraising strategy, including grant writing, individual giving, and corporate partnerships. Cultivated and stewarded relationships with existing and potential donors. Identified and pursued new funding opportunities. Oversaw the design, implementation, and evaluation of programs and initiatives. Ensured programs were evidence-based and achieved measurable impact. Identified and address emerging opportunities.

Provided essential legal support to staff at a boutique real estate development firm specializing in a wide array of real estate projects, with a particular emphasis on tax credit financed transactions. Gained valuable hands-on experience in various aspects of real estate law, including transactional work, due diligence, legal research, and document drafting.Conducted in-depth legal research on a variety of real estate and tax credit related issues, utilizing legal databases, statutes, regulations, and case law. Assisted attorneys in structuring and closing complex tax credit financed transactions, including Low-Income Housing Tax Credits (LIHTC), Historic Tax Credits (HTC), and New Markets Tax Credits (NMTC). Researched and analyzed applicable tax credit regulations and program requirements. Assisted with preparation of tax credit applications and supporting documentation. Analyzed legal issues and prepared internal memoranda summarizing research findings and providing recommendations. Stayed abreast of legal developments and regulatory changes impacting the real estate and tax credit industries. Organized and maintained legal files and documents. Prepared correspondence and assisted with regulatory document review. Performed other administrative and legal tasks as needed.