Business Contracts and Agreements

Legal Services

  • Software Licenses
  • Structuring Value Into Your Contracts
  • Negotiating Cloud and ERP Agreements
  • Software Licenses

    The most important secret...

    Licensing is an excellent way to capitalize upon your innovation. You control the terms and conditions of the use of your innovation. A properly structured entity and a properly drafted software license builds a dependable revenue stream and reduces risk and liability for your business.

  • Structuring Value Into Your Contracts

    The most important legal secret is that you need to have good contracts --- not just for the near term to ensure that you can collect amounts you are owed for services you perform and to reduce litigation exposure --- but, most importantly, to develop wealth in your business for the long-term, to ensure that when you sell your business, you can obtain the highest possible valuation and price at the time of the business sale.

    The truth is that when someone purchases your business, especially a business which is focused on providing intellectual property services, what the purchaser is actually buying is your contracts. If the contracts do not secure and enforce rights to intellectual property and revenue collection, or if the contracts do not adequately protect against litigation, then the purchaser is only buying problems. However, if the intellectual property is secure, the revenue collection and enforcement rights are clear, and the contracts also minimize litigation risk and exposure, the purchaser will pay, and the seller can ask for, a much higher purchase price.

    Contracts can only be effectively drafted by legal counsel who have real experience in negotiating, structuring, drafting, and preparing contracts, and who are also experienced in prosecuting and defending contracts in Court. You deserve to have at your side legal counsel who does not fold easily in a contract negotiation or in the courtroom. Our Firm’s focus upon intellectual property and business law, and our many years of experience contract and negotiation, which includes some of the best courtroom and strategic defensive training for attorneys and lawyers in the United States, such as the Trial Lawyers College with Gerry Spence and the “fight club” Trojan Horse Method, make us uniquely qualified to negotiate, structure, and prepare your contracts and agreements.

    Buyers pay a premium for contracts which secure revenue streams and reduce and mitigate risk. So, you want every contract that involves your business to be optimized in these two aspects. As sellers counsel we have negotiated prices upward, and as purchaser’s counsel, negotiated prices downward, simply on the relative strength or weakness of the contracts. Your contracts need to be spotlessly clean, and negotiated and structured with an eye toward your eventual business sale.

    You deserve to have the very best contracts. Engaging The Fernandez Law Firm, P.C. enables you to have the opportunity to begin to focus on cleaning up every aspect of your business, including your contracts. Your business will have many relationships, which will be defined by contracts. You want each of those contracts to represent the very best aspects of your business, and reduce risk as much as possible.

    We have sold our Clients businesses to some of the most respected purchasers in the world, and because we have prepared those due diligence boxes, and we know exactly what they are looking for in business agreements and contracts of a selling business.

    We regularly negotiate, draft, structure, and prepare the following agreements and contracts: software licensing agreements, ecommerce agreements, master license agreements, IP agreements, maintenance agreements, SaaS agreements (Software as a Service), operating agreements, shareholder agreements, employment agreements, contractor agreements, 1099 agreements, vendor agreements, development agreements, intellectual property agreements, reseller agreements, distribution agreements, help desk agreements, master license agreements, internet agreements, data center agreements, server hosting agreements, outsourcing agreements, joint venture agreements, strategic alliance agreements, MOUs, memoranda of understanding, internet agreements, Statements of Work, and Change Orders.

  • Negotiating Cloud and ERP Agreements

    Cloud and enterprise resource planning ERP agreements are often sold in a rush as the "deal of a lifetime"...

    However, they are often overpriced, and most importantly, they often lack any standards whatsoever, so when the implementation stalls, or something fails, the purchaser has very little recourse, except to continue paying fees for a system that doesn't work.

    We have both litigated and negotiated cloud agreements and enterprise resource planning agreements and have seen what goes wrong, and what you need to have in cloud agreements and ERP agreements so that you have standards and remedies.

    It is important to remember that the "cloud" is just someone else's server, and there is no magic, just fallible personnel and systems which can fail miserably.

The Fernandez Law Firm

The Firm has tremendous experience in the negotiation, structure, drafting, and preparation of enforceable B2B and B2C contracts which, in the short-term, minimize risk and uncertainty by clarifying the parties’ roles, obligations, and responsibilities and the timing thereof; defining when and how payment will flow; and protecting our Clients’ rights, especially rights to revenue and intellectual property.

One of the most important secrets to structuring a contract is to ensure that litigation is a last resort. Litigation is tremendously expensive. Litigation also has risk and uncertainty, and in the operation of your business, you want as little risk and uncertainty as possible, as your focus needs to remain on operation of the business. We can provision your contracts to make it very difficult to bring litigation against your company. For contracts, we strongly suggest mediation and arbitration clauses, as well as other unique provisions --- which often largely reduce the risk and costs of litigation.

The Fernandez Law Firm, P.C. has been recognized for excellence and has consistently won the highest award and the highest customer approval rating from Martindale-Hubbell and for quality of service, overall value, responsiveness, and communication ability for the years 2013, 2014, 2015, 2016, and 2017.