Employee or Independent Contractor?
Proposed Changes to FLSA “White Collar”   Exemptions
How to Handle Social Security No-Match Letters
Businesses’ Rights with Regard to Video   Surveillance Tapes
ADA Issues Affecting Retailers
Employee Paycheck Deductions: A Trap for the   Unwary Employer
Addressing Toxic Mold Risks in Retail and   Commercial Property Transactions
Alternative Construction Approaches
  

Los Angeles
Jennifer L. Brockett
Janet Grumer

Portland
James F. Ambrose
E. M. Connors
Anne E. Denecke
Jenna L. Mooney
James K. Neill
Dean M. Phillips
Coni S. Rathbone
Peter A. Sergienko

San Francisco
Thomas J. Cervantez

Seattle
Kraig L. Baker
Lisa Peterson
Margaret L. Schaaf

Real Estate, Land Use, Construction and Environmental

• "Small box" leasing: hundreds of transactions per year covering 100,000's of square feet
• "Large box" leasing: 100,000's of square feet of experience
• Acquisition, development and leasing of retail support facilities, including large distribution centers in several major U.S. markets
• Lease administration assistance, including "additional rent" control
• Participation in rent-restructuring and lease termination for regional and national chains
• Construction advice and dispute resolution
• Environmental matters, including risk assessment and management, regulatory compliance, remediation of contaminated property, brownfields redevelopment and prospective purchaser agreements, dispute resolution, and development of indemnities and other protective arrangements
• Land use and other development assistance
  

State and Federal Tax

• Formation of corporations, limited liability companies, partnerships and other business entities
• Acquisition and disposition of business, tax-free mergers and other business reorganizations
• Structuring and documenting contractual arrangement (i.e., employment agreements, executive deferred compensation agreements, restricted stock agreements, stock option plans, etc.)
• Resolution of income, employment, and excise tax disputes (i.e., tax audits, administrative appeals and litigation)
  

Employment

• Employment discrimination liability (legal compliance advice; claim prevention, dispute resolution)
• Addressing union organization efforts
  
• Collective bargaining representation
  
• Strike assistance
  
• Unfair labor practice representation
  
• Family Medical Leave Act (compliance advice; dispute resolution)
  
• Development and maintenance of Personnel Policies
  
• Wage and Hour Law representation (including exemptions and payroll practices for retail and restaurant establishments)
  
• Wrongful discharge liability: (preventative advice; document preparation and negotiation; dispute resolution)
  
• Other statutory compliance (e.g., OSHA, OR-OSHA, WISHA)
  
• Employment-related agreements (e.g., employment contracts, termination agreements)
  
• Workers' Compensation
  

Employee Benefits

Design and preparation of complete documentation for:

• Qualified pension, profit sharing, 401(k) plans; related trust agreements; life, health and disability plans; flexible benefits and cafeteria plans; employee stock ownership plans (ESOPs); required welfare plan documents; Section 403(b) tax-sheltered annuity plans; and Section 457 deferred compensation plans.
  
• Design and preparation of flexible benefit and cafeteria plans, including: premium only plans, dependent care plans and medical reimbursement account plans.
  
• Design and preparation of documentation for compensation packages, including: non-qualified deferred compensation plans, stock option plans, phantom stock plans and insurance plans.

Advice and assistance concerning:

• Plan qualification
  
• Plan administration (including COBRA issues)
  
• Fiduciary responsibility; prohibited transactions; unrelated business income; mergers and transfers of plan assets; plan termination and multi-employer plan issue, including withdrawal liability
  
• Plan distributions
  
• ERISA dispute resolution
  
• Advice concerning individual retirement accounts (IRAs), health maintenance organizations (HMOs), preferred provider organizations (PPOs), multiple employer trusts (METs), COBRA health plan continuation coverage compliance, Taft-Hartley Plans, self-insurance workers' compensation, employment taxes, unemployment compensation, Social Security benefits, and integration of retirement plan benefits.
  

Intellectual Property

• Trademark and trade dress counseling and protection
  
• Copyright counseling and protection
  
• Assistance with advertising matters, including administrative and other governmental regulations
  
• Trade secret counseling and protection
  

Trade

• Management of vendor relationships, including development and maintenance of effective purchasing documents and resolution of disputes with vendors
  
• Anti-trust counseling and dispute resolution
  
• Resale price maintenance counseling
  
• Exclusive dealing arrangements
  
• "Noncompete" arrangements
  
• "Competitive tort" counseling" and dispute resolution
  
• Consumer protection advice and dispute resolution
  
• Trade regulation
  

Corporate and General Business

• Entity formation and maintenance, including use of the LLC's
  
• Drafting and negotiation of business contracts
  

Mergers and Acquisitions

• Purchases and sales of retail and restaurant chains
  
• Development and implementation of "down-sizing" programs
  
  

Finance

• Numerous institutional and other financing transactions
  
• Securities representation (including private placements, initial public offering and representation of public companies)
• Advice concerning pre-authorized credit card transactions
  

International

• Representation of foreign retailers in the US
  
• Representation of US retailers and restaurant owners doing business abroad, including off-shore manufacturing and offshore retailing
  
• Representation of several major US firms conducting business in China (e.g., Ford Motor Co., The Timken Company) through our Shanghai office. We were the first US law firm authorized by the Chinese government to open an office in Shanghai. Representative services include: Retail and restaurant operational issues, distribution agreements, import/export matters, licensing agreements, employment contracts, immigration assistance, construction matters, joint ventures, and purchase and sale agreements.
  

Other Key Services

• Legal assistance related to retail information systems, including system acquisition, licensing and dispute resolution
  
• Other technology-based advice, including Internet sales assistance
  
• Dispute resolution services, including traditional litigation and a host of new alternative dispute resolution techniques
  
• Assistance concerning evaluation and re-organization of retail and restaurant enterprises Estate planning for retail and restaurant managers and owners of closely held businesses
• Liquor Licensing
• Lottery Law Compliance
• Advice concerning gift cards/stored value cards
• Content and promotions advice
  

Small Business Assistance

Although we have assisted several clients in achieving tremendous growth into regional and national chains, we continue to satisfy our many small and mid-sized retail and restaurant clients with timely, high-quality and cost-effective legal service.

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