Commercial Transactions

Commercial transactions comprise the core of any ongoing business. Attorney Philip A. Nicolosi has assisted startups, small and medium sized businesses with the following types of business transactions.

Business Asset & Equity Purchases/Sales

Asset or stock/membership interest purchases are complex transactions that should be handled by experienced legal counsel. The implications associated with structuring any proposed purchase or sale of an existing business must be carefully examined. Philip A. Nicolosi has the benefit of over 15 years of experience handling core transactional law matters including numerous stock and LLC membership interest transactions along with direct business asset purchases and sales. This has included a wide array of industries, providing our clients with a solid understanding of the regulatory, tax and general liability concerns associated with each unique transaction.

Mergers & Acquisitions

Business growth is inevitable with proper planning and foresight. Philip Nicolosi has assisted numerous businesses wholly acquire competitors or launch brand new product and/or service lines through acquisitions. This has included both small acquisitions of local business competitors to national, multi-million dollar acquisitions of established competitors. Mr. Nicolosi has also assisted numerous existing businesses with mergers and conversions.

Business Operations 

Routine commercial transactions are part and parcel of conducting business. Purchase orders and service agreements, licensing agreements, outsourcing and independent service agreements, non-disclosure agreements, etc. are all routine transactions that every business must navigate successfully to help ensure long term growth. As a transactional attorney, Philip A. Nicolosi understands the existing or potential issues each transaction presents and is able to strategically plan accordingly. Having assisted hundreds of small to medium sized businesses with a myriad of commercial transactions, attorney Mr. Nicolosi clearly understands these issues. Proper strategic planning can be achieved through proper risk management by drafting and/or negotiating core legal agreements that control business operations.

Financial Transactions

We assist our business clients as borrowers and financiers in structuring, negotiating, and documenting commercial loans, loan modifications, restructurings, and other complex financial arrangements, including leveraged buyouts, acquisition financing, and recapitalizations.

Technology/IP Licensing & Development 

Philip A. Nicolosi assists clients in transactions involving technology and intellectual property, including joint development projects, collaboration arrangements, IP licensing, and manufacturing, distribution, and strategic sourcing agreements. These transactions frequently relate to information technology, software, communications, the Internet, and e-commerce. We have counseled clients with respect to IP protection strategies, open source licensing, SaaS and traditional software licensing, compatible development, and related areas. This has also included conducting due diligence investigations and negotiating terms related to IP and technology ownership in connection with mergers and acquisitions and other strategic transactions. Mr. Nicolosi understands the importance of establishing the appropriate scope of services, corresponding service levels, and variable pricing terms. He has demonstrated expertise in both intellectual property and commercial law, as well as knowledge of industry best practices through representation of IT and software development clients. His experience with core business terms in addition to understanding intellectual property rights allocation, licensing terms, warranties, indemnities, etc. has served as an invaluable asset to his clients.