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Business Transactions
The need for legal advice and assistance is not limited
to dispute resolution or litigation but rather permeates
all aspects of a successful business. McCullogh & Associates
can provide expert legal advice for all forms of
businesses in the areas of acquisitions, mergers
and sales, shareholder
agreements, employer/employee relations, insurance and risk
management, lease and contract drafting
and negotiation,
and asset purchase agreements. Getting the right
legal advice from the start can prevent the hassle
of litigation
in the future.
Business Formation and Compliance
McCullogh & Associates has a wealth of experience in the formation and maintenance
of all types of business entities. By coming to McCullogh & Associates at
the inception of the business, we can assist a client in choosing the proper
entity, advising of the benefits and drawbacks of the different business forms
including partnerships, limited liability
companies, and the different categories
of corporations. In addition, we can help you decide which state will best serve
your needs when forming the business. With extensive formation experience
in California, Delaware, Nevada, as well as other states, McCullogh & Associates
can inform the client of the differences between the states as it relates
to their type of business.
Once the entity has been formed, McCullogh & Associates offers a compliance
program to maintain the client’s company. We will send reminders
to clients, draft all required meeting minutes, and file with regulating
agencies
to ensure
compliance and avoid inquiries into the legitimacy of an entity.
Civil Litigation
McCullogh & Associates attempts, through preventative
law, to keep its clients
out of litigation. In today’s business climate, however, every business
needs an attorney who can accomplish its business objectives in adversarial
proceedings, whether prosecuting its rights or defending
against attacks.
Each and every attorney at McCullogh & Associates has experience in
preparing all types of civil litigation and seeing the same through to
trial, arbitration,
mediation, or contractual alternative dispute
resolution. This experience
allows our clients to focus on their business knowing they will receive
sound advice
for the resolution of their legal challenges.
Construction
McCullogh & Associates has extensive knowledge and skill in all aspects of
the construction industry including contract
negotiation, project acquisition whether private, public or federal, project
management, and complex construction litigation. We advise and protect
our clients’ interests in matters
regarding surety bonds, administrative proceedings, contract
termination,
delay and disruption
claims, and claims for extra costs. We have represented contractors from
sole proprietors to multi-national corporations and are capable of advising
and
assisting throughout all phases of construction management.
Contractors State License Board
Our firm is proficient in dealing with the Contractors
State License Board regarding applications and licensing and can assist our contractor
clients
through the
entire process. Dealing with the CSLB, or any governmental agency, can
be arduous and time consuming. Our knowledge of the procedure and the
connections we maintain
with the Contractors’ State License Board works to the advantage
of our clients. McCullogh & Associates provides a comprehensive and
cost effective service to ensure this important step in starting and maintaining
a construction business is not forgotten.
Trusts & Estates
McCullogh & Associates is well versed in assisting individuals and families
with their estate planning needs. We pride ourselves in providing each client
with the individual attention they need to find just the right estate plan that
will fulfill their estate planning needs. An estate plan can include or combine
a variety of tools such as living trusts, AB trusts, charitable remainder trusts,
insurance trusts, family limited partnerships and even wills. McCullogh & Associates
offers a wide variety of estate planning techniques in order to optimize
the estate, minimize taxes and avoid the frustration and cost of probate. McCullogh & Associates
has the expertise and knowledge to help every client accomplish their estate planning goals, whether for single transaction documents or for more complex
and dynamic situations.
Insurance
Venturing into the insurance arena can be intimidating. McCullogh & Associates
can take the fear out of dealing with insurance companies and regularly
represents its clients in coverage disputes as well as surety matters.
Our attorneys
are experienced in obtaining optimum insurance and surety benefits due
under insuring
agreements.
Employment
Through years of representing business clients, McCullogh & Associates recognizes
that a common need of business clients is assistance with labor
laws, claims
by employees and former employees, and navigation of the myriad state and federal
laws governing employers. McCullogh & Associates proactively assists
companies in establishing policies and procedures in compliance with state
and federal
laws.
Having served both employers and employees, McCullogh & Associates
can provide sound advice based on a broad perspective and has experience
handling
all types
of claims including wrongful termination, claims of a hostile work environment,
sexual harassment, and discrimination.
Real Estate
McCullogh & Associates represents clients in residential and commercial real
estate transactions, including purchase and sale, disputes
involving disclosures,
conflicts between agents and parties to a contract, CC&R, nuisance
and view disputes, easement, encroachment
and trespass, condemnation
proceedings, land
development, construction defects, mortgages
and foreclosures, leases, land
use & zoning,
CC&R drafting, boundary disputes, partition
and quiet title actions,
tax deferred exchanges, and management.
McCullogh & Associates has experience serving individual property owners,
major corporations, local and regional businesses, buyers, sellers, joint
venture partners, landlords, tenants, property managers and real
estate brokers. Our
real estate practice provides both transactional and litigation-related
services.
Intellectual Property
Today’s technology based society dictates that you protect your most important
business asset – your intellectual property. McCullogh & Associates
can provide invaluable advice and assistance in obtaining trademarks, servicemarks,
copyrights, and patents on your important intellectual
property. In addition,
our attorneys are experienced in all phases of technology protection, advising
and assisting our clients with regard to infringement, licensing and enforcement
of intellectual property rights.
Aviation
McCullogh & Associates has represented aviation related businesses
for many years. In so doing, we have gained valuable experience in FAA
licensing matters,
disputes and compliance. We have handled every type of matter from individual
license discipline to designing and enforcing Part 132 compliance with
the FAA Rules and Regulations.
Franchise and Licensing
California’s Franchise License Law is stringent and requires expertise
to navigate. McCullogh & Associates has represented franchisors and
franchisees, assisting our clients with compliance and alternative licensing agreements
which do not implicate franchise laws as well as the formation of business
associations
which steer clear of the regulatory scheme required under the franchise
law.
Administrative Proceedings
McCullogh & Associates can assist clients in all aspects of government
regulation, including administrative hearings
and appeals. We are well
versed in the rules
and regulations that apply to administrative hearings and adjudication,
administrative investigations, administrative
policy, licensing, and regulatory
enforcement.
Our experience can prove invaluable to your case when appearing before nearly
every California agency, board, bureau, or department including the Department
of Motor Vehicles, Department of Consumer Affairs, Professional Boards, Contractors'
State License Board, Bureau of Automotive Repair, Board of Veterinary Medicine,
Bureau of Security and Investigative Services, Board of Dental Examiners, State
Medical Board, Labor Commission, and the FAA.
Equine Law
 McCullogh & Associates
handles a variety of equine related legal matters including drafting
all types of contracts related to the horse industry, assisting in the
resolution of equine related disputes through counseling, mediation or
litigation, and providing incorporation or other business entity formations.
We are effective equine lawyers because we possess relevant horse knowledge
gained from years of experience in the horse industry as well as the
legal acumen necessary to provide superior advice and service.
Through our philosophy of risk management, we encourage our clients to
minimize their potential liability by drafting robust contracts, adhering
to appropriate legal and safety procedures and insuring against inherent
risks. We hope to help our clients avoid disputes by providing comprehensive
advice and contracts related to such areas as boarding, breeding, buying
and selling, leasing, training and instruction, and insurance. However,
even the best planning cannot prevent all disputes and legal issues will
inevitably arise. McCullogh & Associates provides support at every
stage of dispute resolution from initial counseling to full-fledged litigation.
In order to provide the best service to our clients, McCullogh & Associates
develops relationships with supportive professionals such as veterinarians,
farriers and other service providers in the equine industry. Therefore,
in order to avoid conflicts of interest, McCullogh & Associates typically
does not handle malpractice claims against veterinarians or farriers.
Likewise, we do not handle criminal defense of any kind including animal
cruelty charges.
Appellate Law
Appellate practice is a separate discipline requiring sophisticated legal
analysis and specialized training and skills. Each phase of the appeal
can involve numerous
and complex issues. Our appellate practice gives special emphasis to
in-depth legal research and policy analysis to deal with all appeals
from simple to
complex. We rely on outside industry literature as well as conventional
legal authorities
in order to produce arguments and briefs that are not only meticulously
researched, logically developed, and correctly attuned to particular
courts, but also
readable and engaging to busy appellate judges. In addition to producing
the highest quality
briefs and oral arguments, our firm provides the specialized case management
necessary to prevail in an appellate environment.
Government Contract Claims
McCullogh and Associates
represents government contractors in all aspects of government contracting
including:
• Bid Protests (unsuccessful
offeror, contract cancellations, terminations
for convenience)
•
SBA Certification, Challenges and Appeals (including HUBZone, 8
(a) Development Program, Small Disadvantaged
Business Certification Program, DBE’s)
• Federal Court of Claims Lawsuit
• Freedom of Information Act (FOIA) Requests
Unlike standard contract disputes, government contracting is governed by separate
and unique Federal statutes. If these rules and statutes are not followed,
a contractor will lose it’s right to challenge a governmental agency’s
contracting decision. This highly technical area of law demands that the contractor
or it’s counsel be familiar with the many regulations that govern government
contracts. These regulations include the Code of Federal Regulations (CFR), the
Federal Acquisition Regulation (FAR), Armed Services Procurement Act (ASPA),
the Federal Property and Administrative Services Act (FPACA), and Competition
in Contracting Act (CICA). These regulations set forth strict guidelines which
a contractor must follow when preparing a bid or challenging an agency’s
action, including time limits for filing claims and events which trigger these
time periods.
McCullogh and Associates has successfully represented clients in Protests,
both as a protestor and as an intervenor. McCullogh and Associates also advises
clients
on various SBA certification issues.
Qualified 1031 Exchange Intermediary
Section 1031 of the Internal Revenue Code
provides for the exchange property that is one of the most powerful tax
deferral strategies available to real estate investors. A 1031 exchange allows an investor
to sell income, investment or business property and replace it with “like-kind” property
without having to pay federal income tax on the transaction. This strategy
of tax deferral is used by many but carries with it a strict set of rules for
timing, identification of property and the placement of sale proceeds with
a qualified intermediary such that the transaction can rightly be called an
exchange rather than a sale and re-purchase.
The role of the qualified intermediary is essential to completing a valid tax-deferred
exchange. McCullogh and Associates is an experienced intermediary and our firm
will ensure that all forms and procedures are properly filed to effect a successful
exchange.
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