Suzanne Bagert

Attorney at Law

Suzanne played a critical role in conceptualizing terms in our agreements, which helped bring the partners together. The years since have validated Suzanne’s insight and wisdom.

~ Founder and CEO, financial services business

General Corporate.

We handle corporate matters for companies in a very broad range of industries and spaces. From startups to larger enterprises; from finance and technology, to entertainment and game developers.

Contract Drafting.

Our core expertise centers around negotiating and documenting agreements or “contracts.” All “contracts,” in their essence, are legally enforceable promises, and share certain fundamental issues and mechanics. That said, there are a dizzying array of different types of contracts with particularized provisions, and almost all contracts need to be carefully tailored for the specific needs of the client and the deal. We are highly experienced in the legal foundations and the practical techniques of confecting a wide range of contracts. Please see Practice Areas for discussion of specific types of contracts.

Legal, Financial, and Practical Analysis.

When legal issues arise, they don’t come with neat labels. Each situation must be analyzed in terms of its individual facts and circumstances, and how those facts and circumstances fit within the law. Suzanne brings over 25 years of legal, financial, and practical experience to bear for her clients.

Practice Areas

We determine the right type of legal entity for your business, the optimal jurisdiction of formation, and the required foreign qualifications.  We handle the filings and setting up registered agent services.

  • Company or Fund Structuring and Formation
  • Drafting and negotiating Operating Agreements, Shareholder Agreements, Voting Agreements, Indemnification Agreements et al.
  • On-going company administration and “corporate housekeeping”, such as shareholder and board meetings, resolutions, filings, amendments, and capital increases
  • Joint venture structuring and agreements

We offer experienced, commercially attuned advice and excellent work product to private investment fund clients.

  • Fund Formation (LP, GP, Manager)
  • Drafting Private Placement Memorandum
  • Regulatory Advice regarding Securities Act, Investment Company Act, and Advisers Act 
  • Investment Advisers
  • Numerous fund and investor related issues
  • Experience, practical knowledge, and network in the private fund fundraising arena

We assist clients from pre-deal planning and structuring of financing transactions to due diligence, drafting and negotiation of documents, funding, closing and post-closing issues.

  • Issuance of equity or debt via Private Placements / Regulation D
  • Convertible Notes / SAFEs
  • Venture Rounds / NVCA 
  • Venture Debt
  • Broker-Dealers / FINRA 
  • Structured asset-backed financings

We advise companies and individuals on executive employment matters.

  • Employment Agreements
  • Separation Agreements
  • Non-compete and Non-solicit 
  • Consulting Agreements

Based on our breadth of experience, we can assist smaller businesses as external general counsel, handling the range of predictable and unpredictable matters that come up. Where a particular matter is outside our expertise, we can identify and engage specialist advice.

We can assist clients in structuring, negotiating and documenting a variety of commercial transactions.

  • Private lending & borrowing transactions
  • Participation or Subscription Agreements
  • Sales agreements
  • Distribution arrangements
  • Agency agreements
  • Procurement
  • Manufacturing arrangements
  • Services and consulting agreements
  • Confidentiality and non-disclosure agreements

Consulting Attorneys

We work closely with other highly experienced specialist lawyers to support client needs including the practice area below.

Through our IP colleagues, we have handled a range of IP matters for companies, scientists and entrepreneurs.

  • Trademark Prosecution (US and International)
  • Patent Prosecution (particularly biotechnology) (US and International)
  • Copyright
  • Licensing
  • Dispute Advice

Through our tax colleagues, we have handled corporate and personal tax matters as well as tax aspects of transactions under New York and Federal law.

  • Business tax planning 
  • Corporate, partnership and LLC tax 
  • Tax disputes, audits and settlements 
  • Personal income tax
  • Property tax
  • Trusts & estates

We assist cultural, philanthropic and other non-profit organizations.

We assist clients with a broad range of International commercial activities, and can call on strong relationships with capable and reliable foreign counsel in most relevant jurisdictions.

  • JVs and alliances
  • Investments
  • M&A
  • Foreign incorporations
  • Foreign regulation and compliance 
  • Structuring and negotiating foreign financings
  • Agency, outsourcing and technology agreements
  • Contract disputes.