Outside General Counsel Program

Through our Outside General Counsel Program, our attorneys act as legal advisors to clients at a discounted rate for a fixed number of hours per month. Such arrangement facilitates availability to clients through their most significant business events as well as their day-to-day operational matters, all while offering a predictable and practical approach for emerging companies operating on a lean budget.

Discounted fees

The Outside General Counsel Program offers a set number of hours per month at a considerably lower rate than our standard hourly rates, as well as the rates of other firms. Through our Outside General Counsel Program, we are able to provide this significant value while also providing the subject matter expertise that we are known for.

Our clients express appreciation for this program based on the level of predictability on monthly costs alongside the ability to consistently have the comfort of legal counsel only a call away.

Detailed & Thorough

Attorney-client relationships are at their best when they are durable and involve a depth of knowledge of our clients and their business. Through the Outside General Counsel program, working consistently with clients as part of the program allows us to provide the most effective representation over a company’s life cycle and allows us and our clients to be preventative of legal issues rather than responsive to legal issues, which historically is a cost-saving and time-saving approach for such clients.

Multidisciplinary expertise

The Outside General Counsel program allows clients to harness our vast legal expertise, extensive resources and variety of practice offerings, all at an affordable rate. As outside general counsel, we are available on an ongoing basis, whether the need relates to daily or relatively nominal legal and business-legal matters or to more complex and significant legal matters.

Having this service at the client’s fingertips facilitates our clients’ ability to keep up with crucial legal and business-legal maintenance. In doing so, this service mitigates risks and liabilities for our clients in exchange for less time-consuming and costly upkeep rather than expensive later corporate cleanup or problem-solving services.

Predictable, Proactive & Preventative

Our clients report that the Outside General Counsel Program provides important value, consistency, and predictability in Rogoway’s provision of legal services. This is particularly helpful for budgeting and for keeping up with important business and legal needs, before they become costly problems.

Additionally, because access to legal counsel is increased through this program (at a discounted rate), it allows our clients to learn about areas where they might have legal risk that they previously were unaware of (e.g. this program allows for more interaction with clients and preventative and corporate review services which services often mitigates risks our clients may not have even been aware of prior to participating in the program).

Through our Outside General Counsel Program, we assist our clients with many of their legal needs such as, but not limited to*:

Employment Law & HR

Offer letters
Employment agreements
Employee handbooks
Hiring practices and special trainings
Company policies
Confidential information and invention assignment agreements
Other IP assignment agreements or non-disclosure agreements
Ongoing approaches to mitigating risk (e.g. compliance, auditing, employee reporting and reviews)
Immigration paperwork
Risk-mitigating communications or transmittals with employees
Terminations, resignations and separation and release agreements
Settlement agreements
Labor Peace Agreements

Corporate Governance

Minutes books, meetings, consents and resolutions
Board and shareholder meetings, consents and resolutions or manager meetings, consents and resolutions (attendance and record-keeping)
Executive control matters (board or executive officer matters)
Voting matters
Control rights, veto rights, other rights, preferences and privileges carried by equity issuances
Governance issues with respect to accepting funding and with respect to mergers and acquisitions
Disgruntled leadership, partnership or founder issues

Commercial Agreements

Distribution agreements
Manufacturing agreements
Co-packing agreements
Management agreements
Rights of refusal agreements
Farm labor agreements
Road maintenance agreements
Supply chain agreements
Purchase and sale agreements
Asset agreements
Vendor agreements
Sales contracts
Invoices with terms and conditions
Master services agreements
Lease agreements
Statements of work

Intellectual Property Matters

Trademark and copyright registration
Brand and other intellectual property licensing agreements
Material transfer and trade secret license agreements;
Nondisclosure agreements (NDAs)
Confidential information and invention assignment agreements
Assignment and assumption agreements
White-label agreements
Celebrity endorsements
Trademark monitoring and enforcement
Pre-litigation correspondence

Regulatory Compliance

Commercial agreement review for compliance issues
Packaging and labeling review
Ongoing consultation for compliance questions and regulatory interpretation
Standard operating plans (SOPs)
Site visits and agency interactions
Regulatory communications assistance
Administrative enforcement actions
Metrc and other track and trace issues
Application inquiries and permit inquiries
License inquiries
Transfer and sale inquiries

Real Estate

Commercial leases
Property purchases
Rights of refusal
Due diligence and other services for acquisitions
Zoning advice
Guarantees
Financing agreements and loan documents

Environmental Law

CEQA compliance
Water use and discharge
Agency interactions
Neighbor relations
Terpene drift claims
Biotic issues

Licensing & Permitting

Submission and renewal of state license applications
Local permit renewals
Change of ownership filings
Change in financial interest holder filings
Premise and site plan updates
DPR services
Other regulatory-related filings and analysis involving permits and licensure

Insurance

Policy review
Claim submittal
Correspondence with insurer
Indemnification
Related settlements

Collections

Pre-litigation collections
Demand letters
Negotiations between commercial parties

Legislative Tracking

Federal, state and local legislative developments
Stakeholder considerations

*Exclusions: The Outside General Counsel Program generally excludes very large one-off transactions, such as an imminent merger and acquisition or an extensive financing transaction, as well as excludes litigation. The program additionally excludes preparing and filing patent applications and representing clients in court for patent-related matters.

The legal service industry is changing rapidly. Client satisfaction is paramount and today’s law firms must provide both excellence and cost and time efficient services. The attorneys at Rogoway treat each client relationship as our most important client relationship and we understand the need to keep costs to a minimum while achieving the best results for each of our clients.

Please contact us if you are interested in learning more about our Outside General Counsel Program.