SERVICES

We provide full-service apparel, consumer products, fashion, luxury goods and art counsel and advice. 

 

Corporate Matters

We advise, structure, and form beauty, cosmetics, and skincare companies, including brand holding companies.  We also provide strategic advice on and structure and negotiate international cross-border mergers and acquisitions, joint ventures, IPOs, divestitures, franchises, and reorganizations.

 

Corporate Formation and Joint Ventures

We advise emerging brands, entrepreneurs, and investors on business formation strategies and structures.

 

Corporate Governance

We advise boards of directors and individual executives on corporate governance, risk reduction, liability avoidance, and tax reporting and disclosure requirements.

 

Commercial Matters

We negotiate, draft, review, and advise on all commercial matters, including vendor agreements, retail (wholesale, shop-in-shops, and retail) agreements, exclusivity agreements, supplier, distribution and manufacturing agreements, licensing, joint ventures, collaborations, advertising, marketing, and endorsement and sponsorship agreements.

 

Executive and Creative Director Compensation 

We advise, negotiate and structure executive and creative director compensation, including bonus, equity, stock option, severance, and other compensation packages for high-level executives.

 

Financing

We advise, structure and negotiate finance matters, secured and unsecured asset-based and cash-flow lending and factoring, structured finance, and other leveraged strategies. 

 

Finance and Investment Sourcing

We advise clients on all aspects and at all stages of financing their businesses - from angel, seed, and early rounds to venture and later rounds, including strategic ventures as an alternative to traditional financing sources. We counsel borrowers and lenders regarding traditional bank financings, factor financing, and other asset backed and secured transactions.

 

Structure M&A, Private Equity, & Venture Capital

We have helped negotiate and structure mergers and sales, private equity, and venture capital transactions on behalf of companies, and private investors and investment funds. We assist clients in structuring private placement offerings, initial investment deal terms sheets, conduct legal and business due diligence, and draft and negotiate definitive investment and financing documents. 

 

Private Equity and Venture Capital Advisory Services. 

We work closely with our client's internal and outside advisers to assess and structure our client's business objectives. 

 

Exit Strategies

We assist our clients with various exit strategies, including leveraged recapitalizations, divestitures and IPOs.

 

Securities Compliance

We assist clients with guidance in federal and state securities laws and regulations applicable to non-public securities transactions, including SEC Regulation D, broker-dealer regulations, and other SEC, NASD, NYSE, and state rules and regulations.

 

Compliance & Regulatory Matters

We advise clients on all governmental and industry rules and regulations, including ERSP, FDA, FTC, FCC, GDPR, NAD,  Prop 65, consumer affairs, and other state, federal, and international regulatory bodies relating to packaging and labeling.  We assist clients with the development of compliance programs to handle internal and external compliance obligations.

 

Tax and Transfer Pricing 

We assist clients with development of strategies related to tax savings opportunities, minimizing tax risks, transfer pricing  matters, and responding to tax law changes affecting business operations.

 

International Trade

We advise and assist  in all areas of international trade, including design, manufacture, import/export, and delivery of finished goods. We work with local, state, federal, and international regulatory bodies related to customs, duties (classification, valuation, and origin to ensure the most advantageous customs duties and tariff treatment), F&W, CITES, FCPA, EAR, ITAR, NAFTA and other free trade agreements, TRIPS.

 

Manufacturing, Distribution, Retail

We assist clients with manufacturing, wholesale and retail operations in all phases of the distribution and retail matters, including the development of and oversight of distribution networks, franchise systems, and purchase and sale agreements, including enforcement of distribution contracts and prevention of product diversion.

 

Intellectual Property

Protect, defend, acquire, register, and license intellectual property rights (including protection of formulations, inventions, and designs). In addition, we have drafted copyright, trade secret, and trademark agreements for use in international marketing arrangements.  We have provided our clients with extensive consulting services interpreting license agreements drafted by other attorneys.  

 

Branding, Advertising, Marketing, Social Media

We counsel clients seeking to create marketing campaigns with influencers, talent, sponsorships, and we regularly advise on user generated and other custom content.  We also advise on, and defend against regulatory, compliance, and infringement claims.  We also advise clients on all aspects of marketing and advertising, including agency-client agreements, rights clearance, and compliance with federal, state, and local regulations.

 

Brand Strategy and Growth Opportunities

We assist fashion clients’ agents, managers, publicists, families, and other advisors to evaluate various opportunities and create long-term strategies, utilizing out deep network of international contacts to advance business objectives.

 

Negotiate Endorsement Agreements

We negotiate and structure spokesperson, promotional tie-in, and other endorsement opportunities for the use of their unique names, images, and likenesses.

 

Structure Licensing and Merchandising Deals

We negotiate and structure licensing and merchandising opportunities in numerous markets, and many of our clients have successfully licensed their names, images, and designs for apparel, lingerie, accessories, housewares, and other product lines at major luxury and department stores.

 

Ambassador, Endorsement, Influencers, Sponsorships

We advise on advertising campaigns, promotions, loyalty programs, sponsorships, and talent endorsements.  We also assist in the development of talent and influencer brand formation and brand management.

 

Sweepstakes and Giveaways

We advise on digital media and sweepstakes: compliance with social media platform rules and use of customer data for marketing. 

 

Privacy & Data Protection

We help advertising agencies and brands comply with privacy, data protection, and cybersecurity regulations.

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Copyright 2019 RODRIGUEZ LLC |   Disclosures