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  Baker, Cronogue, Tolle & Werfel, LLP
PRACTICE: Business & Corporate Law

Barton, Baker, Thomas, & Tolle represents corporate and partnership clients in their commercial and corporate matters unrelated to government contracting. The firm's attorneys have been "outside" general counsel for clients where they have assisted companies in carrying out their business ventures and commercial undertakings. These tasks often include the initial creation of the corporation, general or limited partnership, limited liability company or joint venture. In this regard the firm's attorneys draft the Articles of Incorporation, Bylaws, Minutes of the First Meeting, Shareholders Agreements, stock option and incentive plans, executive employment agreements and non-competes, LLC Operating Agreement and prepare necessary filings with the Internal Revenue Service.


For established businesses, Barton, Baker, Thomas, & Tolle assists companies in their commercial contracting, acquisitions, disposition of assets, reorganization, statutory mergers, UCC filings and the like. The firm's attorneys have coordinated and prepared required corporate filings with state regulatory bodies; coordinated annual share-holder meetings and elections of directors; counseled management with regard to financing, strategic partnering, employee relations and compensation issues including enforcement of non-competes; assisted in running directors meetings and have developed boards of advisors for closely-held corporations.


The firm also has extensive experience preparing agreements for merger and acquisitions, reorganizations, stock transfers, asset purchases and has guided all aspects of these transactions including negotiation of term sheets and letters of intent, due diligence particularly in matters of government contracting, negotiation of representations and warranties and financing terms, take back notes, earnouts and forms of security to secure future payments. Barton, Baker, Thomas, & Tolle attorneys have also pursued creditor's rights for clients through the Bankruptcy Courts and have acted as special counsel for companies in Bankruptcy.


Besides acting as counsel, the firm assists in managing the day to day legal affairs of its clients, such as reviewing employment agreements, consulting agreements, acquisition agreements, performance of internal audits and due diligence investigations, preparation of contracts, UCC filings and licensing agreements.


Our attorneys have assisted clients with employee matters including Wage Determination issues, Equal Opportunity Employment matters, Fair Labor practices, employment contracts, employment termination and review of employment policies and practice manuals.