IMG assists business organizations with the creation and review of various corporate agreements and contracts.
We have strong experience in helping customers who are burdened with large volumes of contracts. Our team of expert attorneys works as an extension of our customers’ teams, taking on routine tasks that can be managed efficiently and effectively by us, which again results in significant cost savings to our clients.
We assist clients with day-to-day contractual and operational disputes, including:
- Charter party reviews and disputes
- Laytime and demurrage adjustments
- Insurance policy reviews
- Letters of credit
- Supply contracts
- Purchase and Sale Agreements
- Storage and throughput agreements
- Joint ventures
- Trade finance contracts
or call (206) 707-8338 to speak to a legal expert.
Contracts
IMG assists business organizations with the creation and review of various corporate agreements and contracts.
By outsourcing key components of contract drafting, review, and management to us, we enhance clients’ productivity and scalability, which results in significant cost savings to our clients. Importantly, the use of our talents will free up our clients’ internal resources for doing the high value work that they do best.
We assist clients with day-to-day contractual and operational disputes, including:
- Charter party reviews and disputes
- Laytime and demurrage adjustments
- Insurance policy reviews
- Letters of credit
- Supply contracts
- Purchase and Sale Agreements
- Storage and throughput agreements
- Joint ventures
- Trade finance contracts
or call (206) 707-8338 to speak to a legal expert.
Charter Party Contracts
IMG is prepared to answer any questions our clients have about terms and conditions in your charter party agreement: risk allocation, indemnity agreements, cargo liability, trading limits, delivery and re-delivery, safe ports and berths, bunkers, computation of time, charter hire, unlawful withdrawal, upmost dispatch, bills of lading, cancelling clauses, off-hire clauses, frustration of the charter, force majeure, arbitration provisions, liens, laytime and demurrage, deviation and delay, ice clauses, and governing law clause. Indeed, IMG lawyers are experts in charter party agreements and well position to help with any charter that come our way
International Contracts
IMG advises companies and individuals on various transactions and disputes arising out of the supply chain.
International sales contracts are the basis of the import and export business. However, there are considerable differences between U.S. law and the foreign jurisdictions within which many of our clients operate. Those companies that wish to be safe from unpleasant surprises should ensure in advance that all of their contracts involving foreign countries are legally watertight. Please contact IMG with your questions about international contracts.
Purchase and Sales Agreements
IMG’s team is involved with each aspect of the purchase and sale of commodities , including negotiations between the buyers and the sellers, as well as, the full spectrum of non-contentious financial work associated with any purchase and sale (i.e. owner finance and leasing transactions, corporate structures for equity ownership, joint ventures, and refund guarantees). IMG advises a diverse range of U.S. and international clients, including shippers, seafood companies, vessel owners and operators.
Corporate Law
IMG’s business & corporate legal team has helped clients with a verity of domestic, cross border, and international joint ventures.
We have a thorough understanding of U.S. laws related to the formation and operation of joint ventures by U.S. companies, as well as, extensive experience with various foreign laws and legal issues involved in the formation and operation of international joint ventures.
We advise sellers, purchasers, investors and lenders on the full spectrum of M&A deals ranging from a straightforward share purchase to a takeovers by statutory merger. Our team has experience assisting clients with cross border joint venture deals and the expertise and resources to provide specialist maritime commercial law advice on ancillary agreements. We advise regularly on pre-sale planning and group rationalizations. Our industry expertise is broad, with our lawyers having worked on landmark deals in sectors including transportation, oil and gas, real estate, seafood, shipyards, gold mines and many more. We work with clients at all stages of the corporate life cycle.
or call (206) 707-8338 to speak to a legal expert.
Joint Ventures
IMG’s Business & Corporate legal team has assisted the establishment of domestic, cross border, and international joint ventures. We have a thorough understanding of U.S. laws related to the formation and operation of joint ventures by U.S. companies, as well as, extensive experience with various foreign laws and legal issues involved in the formation and operation of international joint ventures.
Why consider a joint venture?
Joint ventures (JV) have become an important strategic option for many maritime companies and international businesses. They are typically less risky than mergers and are easier to unbundle than full organizational mergers. With the scale of organizations within the maritime industry, JVs are a useful way of gaining the benefits of collaboration without the economic and political risk associated with mergers or other business combinations.
Mergers and Acquisitions
IMG executes a wide variety of merger, acquisition, divestiture, and reorganization transactions. We approach mergers and acquisitions from a business and entrepreneurial perspective, allowing us to anticipate clients’ needs and develop practical and cost-effective business solutions. We are highly responsive problem solvers with substantial experience in the due diligence, negotiation, and structuring techniques that facilitate the consummation of the most complex and challenging M&A transactions. Our team approach ensures that each deal proceeds as smoothly and expeditiously as possible.
Entity Formation
Forming the right business entity is critical to your business’ success.
Defining your legal entity and determining its organizational structure deserves early and careful planning. The most appropriate choice of entity depends upon your preferences for personal and entity taxation, risk of liability, business management authority, obligations as to meetings, paperwork, filings, personnel, and officers and directors. We will work with you and, when appropriate, other professionals, such as CPAs or estate planning professionals, in order to advise you on the concerns and consequences of each entity choice.
Tax Implications
Preferences for certain tax and management structures help clients weigh the pros and cons of one business entity against the other business entities, whether that is a C Corporation or S Corporation, Limited Liability Company or a Professional, Limited Partnership, or General Partnership. IMG can help you determine what type of business entity is the best option for you.
or call (206) 707-8338 to speak to a legal expert.
Corporations
The key benefit of corporate status is the avoidance of personal liability. The primary disadvantage is the cost of entity formation, as well as, the extensive record-keeping that is required. While double taxation is sometimes mentioned as a drawback to incorporation, the S corporation (or Subchapter corporation, a popular variation of the regular C corporation) avoids this limitation by allowing income or losses to be passed through on individual tax returns, similar to a partnership. If you are thinking about forming a corporation, please contact IMG.
Subsidiaries / LLC
Limited liability companies, often referred to as “LLCs,” have been around since 1977, but their popularity among small-business owners is a relatively recent phenomenon. LLCs have garnered popularity because they allow owners to reap the benefits of both the corporation and partnership forms of business. Profits and losses can be passed through to owners without taxation of the business itself, and owners are shielded from personal liability. Please contact IMG if you would like to learn more about the formation of an LLC.
Partnerships
A partnership involves two or more people who agree to share in the profits and losses of a business. The partnership does not bear the tax burden of profits or the benefit of losses; profits or losses are “passed through” to partners to report on their individual income tax returns. However, each partner is personally liable for the financial obligations of the business. Have more questions about partnership agreements? We can help.
Employment Law
IMG represents employers and employees in a wide range of employment issues - both domestically and internationally.
Non-contentious work includes:
- Counsel for Senior Executives
- Drafting and advising on employment contracts
- Advising employers on their statutory obligations, in particular in respect of maternity leave, working hours and conditions for employees, repatriation of foreign workers
- Advising on the recognition of and other negotiations with trade unions, including on collective agreements
- Reorganization of companies including the retrenchment or transfer of employees
When things go bad:
- Disputes related to working for competitors (Non-Competes)
- Disputes related to the protection of confidential information and trade secrets
- Wrongful termination
- Employee disciplinary proceedings
- Workplace harassment or discrimination
- Unauthorized services or transactions
or call (206) 707-8338 to speak to a legal expert.
Best Practices
To help employers avoid litigation, our attorneys assist clients in developing appropriate hiring, employment and termination procedures. This includes the preparation of employee handbooks, sexual harassment policies and training manuals. IMG also conducts workplace investigations into allegations of harassment, discrimination and other illegal activities.
Employment Contracts
Our attorneys regularly advise employers and senior executives on all aspects of employment agreements. We have extensive experience in negotiating, analyzing and preparing employment contracts, confidentiality agreements, bonus plans, equity-based compensation arrangements and severance agreements. We also advise clients on the tax, corporate and securities law implications of such agreements and cooperate with clients’ accountants and financial advisors on related issues.
Litigation / Arbitration
IMG regularly deals with domestic and international arbitration issues for our clients. We frequently appear before the arbitrators and arbitral tribunals on behalf of our clients, and our lawyers in this practice regularly assist clients in filing an arbitration claim, defending a claim before an arbitrator or arbitration tribunal, enforcement of arbitral awards, or challenging an arbitral award when necessary.
Non-disclosure / Confidentiality
A non-disclosure agreement (NDA) or a confidentiality agreement (CA) is a legal contract between parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for certain purposes, but wish to restrict access by third parties. NDAs are useful tools for maritime businesses and international business entities; these agreements protect your company’s vital business information. Worried about the other side seeing and/or using your company’s proprietary information? IMG can help.
Intellectual Property
Intellectual property (IP) is one of the most valuable assets owned by any business – the significance of which engenders grounds for disputes.
Our lawyers have extensive experience both in pursuing the enforcement of clients’ IP rights and in challenging allegations of the infringement of others’ IP rights. IMG also helps clients secure IP rights, delineate the IP rights owned by other businesses, and draft and negotiate agreements, including license agreements, research and development agreements, confidentiality agreements, and agreements on the transfer of IP rights. We also advise on issues unique to the intersection between business’ IP and employees.
or call (206) 707-8338 to speak to a legal expert.
Copyrights
Copyright infringement existed before the Internet, but the ease of registering domain names has increased the challenges of copyrighted materials. Indeed, because anyone from high school students to multi-million dollar corporations can register domain names at little expense, it may be a good idea to copyright your material if you feel that it could be threatened by a cybersquatter. Have questions about copyrighted material? IMG can help.
Patents
Patents are arguably the most valuable type of IP. Patents protect inventions related to a product and/or to a process to make a product. Most patents in the maritime industry arise from research & development in the oil and gas, offshore, fishing, and engineering fields of unique industry. With the rise of the offshore oil and gas industry, the USPTO has seen a record number of patent applications pertaining to the extraction of offshore oil and gas. Do you have a great idea that you are ready to take to the next level? IMG can help.
Trademarks
Whether to hire an attorney to register your trademark is a serious question with potentially significant financial implications. A recent University of North Carolina School of Law study, which analyzed 25 years’ worth of United States Patent and Trademark Office (USPTO) data, showed that those applicants who retained an attorney were 50 percent more likely than those who applied without legal representation to acquire approval from the USPTO. Having an attorney review or complete your trademark application facilitates trademark registration.