Practice Areas and Legal Definitions

Real Estate Litigation:
Real estate transactions are governed by federal statutes, as well as state statutory and common law. Real estate law encompasses these state a statutes and laws, as well as property law matters. Real estate law includes a wide variety of legal issues relating to acquiring, financing, developing, managing, constructing, leasing and selling commercial and residential real property of all kinds, including:

• Real estate transactions relating to representation, litigation, consultation and negotiation of mortgages, mortgage re-financing, reverse mortgages, 1031 tax-deferred exchanges, residential purchase and sale agreements, commercial purchase and sale agreements, residential leases, and commercial leases (e.g., office, medical building, restaurant, industrial property, or shopping center).
• Real estate disputes, including disputes over adverse possession, prescriptive easements, eminent domain, condemnation, property taxes, title and boundaries, views, trees, branches, party walls, fences, as well as nuisance, trespass and encroachment, as well as sale disputes (e.g., breach of contract, specific performance, non-disclosure, fraud or misrepresentation).
• Real estate broker issues, including claims against and defense of real estate brokers and agents including negligence, fraud/misrepresentation, breach of fiduciary duty, disclosure obligations.
• Construction defects and mechanic's liens, including disputes that owners, builders and contractors may have in regard to construction disputes, construction defects and claims, as well as construction accident claims.
• Land use and zoning matters, including representation of property owners before governmental entities (cities, counties, zoning boards, design review boards) relating to land use applications, permits variances, zoning exceptions, design review approvals, and special use permits, as well as common interest communities, including interpretation and enforcement of Covenants and Conditions & Restrictions (CC&R's).

Business Litigation:
Business litigation is the area of law that provides assistance in the preparation and presentation of a lawsuit or other resort to the courts to determine a legal question or matter in business situations.  Our services also include trying to keep our clients out of court by favorably resolving matters before litigation is commenced.  Business can be any activity or enterprise entered into for profit, usually a company, a corporation, partnership or any such formal organization.  Business lawyers advise and represent businesses and financial institutions in such areas as business torts, class actions, complex contracts, financial forensics, government investigations, international dispute resolution, professional relations, real estate disputes, securities and antitrust, technology and intellectual property, professional malpractice, shareholder and corporate governance and telecommunications. 

Business lawyers place an emphasis on achieving or defending against pre-judgment remedies, including pre-judgment orders for writs of possession, attachments, temporary restraining orders, and injunctions, as well as arbitration or mediation settlements and monetary compensation resulting from lawsuits.  Transactional business lawyers represent clients in matters relating to, but not limited to, organizational, operational and contractual documents for corporations, partnerships and limited liability companies, commercial transactions, mergers, real estate acquisitions, leasing and development and commercial financing.

Business contracts:
Business contracts are written agreements spanning a broad range of the business relationships that occur in the life of a typical company.  They can include non-compete agreements, non-piracy agreements, non-disclosure agreements, restrictive covenants, employment agreements, producer agreements, sales representative agreements, consulting agreements, management agreements, franchise agreements, licensing agreements, deferred compensation agreements and independent contractor agreements.

Real estate financing and transactional services:
Typically, as they expand, growing businesses become more and more involved in real estate transactions, ranging from office space to retail store properties to warehouses and shopping mall syndication.  A qualified business lawyer can provide valuable assistance in traditional real estate purchase, sale and leasing transactions, and in dealing with environmental and various other issues arising out of industrial and agricultural redevelopment projects.

Securities Litigation:
In the course of financing their expansion, businesses commonly turn to one or more activities involving the sale of securities, ranging from the funding and formation of start-up companies to buying and selling professional practices, assets, divisions and companies, and engaging in private stock offerings and re-sales.  Businesses may also get involved with such things as structuring venture capital financing, forming off-shore sales and sourcing entities, structuring commercial and partnering transactions and syndicating real property acquisitions. 

Intellectual Property:
The term "intellectual property" refers to a "creation of the intellect" that has commercial value, such as copyrighted literary or artistic works, and ideational property, such as patents, appellations of origin, business methods, names, images, and designs used in commerce and in industrial processes.  We have a successful track record in representing clients in the protection of their intellectual property, whether through litigation or resolution of the issues.

Mergers and Acquisitions:
The phrase "Mergers and Acquisitions" refers to corporate finance strategy and management dealing with the merging and acquiring of different companies as well as other assets.  Usually mergers occur in a friendly setting where executives from the respective companies participate in a due diligence process to ensure a successful combination of all parts.  Corporate mergers are often aimed at reducing market competition.  On other occasions, acquisitions can occur through hostile takeover by a "corporate raider" purchasing the majority of outstanding shares of a company in the open market.  In the United States, business laws vary from state to state whereby some companies have limited protection against hostile takeovers.

Technically, what differentiates a merger from an acquisition is how it is financed.  Simply put, a merger is a combination of two companies into one larger company.  A "merger" or "merger of equals" is often financed by an all-stock deal (a stock swap).  An all-stock deal occurs when all of the owners of stocks of either company get the same amount of stock in the new combined company.  The term "demerger" is sometimes used to indicate the effective opposite of a merger, where one company splits into two, the second often being a separately listed stock company if the parent was a stock company.  An acquisition (a larger company buying out a smaller company) can involve a cash and debt combination, or just cash, or a combination of cash and stock of the purchasing entity, or just stock.  In addition, the acquisition can take the form of a purchase of the stock or other equity interests of the target entity, or the acquisition of all or substantially all of its assets.

Business Succession planning:
Succession planning is the process of identifying and grooming suitable replacements, through mentoring and training, for such key company employees as a CEO upon the expiration of his or her term of office.

Franchises and other types of business marketing:
A great many small businesses in the marketplace today are operated not as purely independent businesses, but as franchises, distributorships, or any of various types of licensing arrangements.  All of these businesses are created through written agreements containing express and implied warranties, and it is not uncommon for issues to arise resulting in litigation.

Government Regulation/Land Use:
Businesses often find themselves at odds with one governmental agency or another, whether it be the local zoning commission, the federal Environmental Protection Agency, the Federal Trade Commission, or any one of several hundred other federal, state and local agencies.  Conflicts with governmental agencies are usually covered under state and federal statutes, and also under state and federal regulations and local ordinances.  As a general rule such conflicts are litigated before administrative tribunals under administrative law.  This usually imposes fewer formal requirements on the parties and produces a quicker result, but sometimes it does so at the expense of someone’s rights.  If you feel that your rights have been violated in an administrative hearing that has gone against you, the judicial system will consider an application for relief, based upon allegations that there was an abuse of discretion in the holding against you.

Licensing and commercial contracts:
Business services attorneys counsel clients in a wide range of commercial and intellectual property (IP) transactions.  They provide assistance in structuring, drafting, reviewing and negotiating commercial and IP agreements related to the development, acquisition and commercialization of technology, IP, goods or services.  The types of agreements involved in these transactions include:

 

• Software license, maintenance and support, source code escrow, end user license, patent and other technology license agreements
• Development agreements
• Purchase and supply agreements
• Manufacturing agreements
• Distribution, reseller, value-added reseller (VAR) and original equipment manufacturer (OEM) agreements
• Referral, marketing agreements
• Employment, consulting, technical services and outsourcing agreements
• Joint venture, strategic partner, technology transfer agreements
• E-commerce and Internet-related agreements (including web-based hosting agreements, application service provider (ASP) agreements, web site development, privacy policies and website terms of use)
• Non-disclosure agreements

Litigation and dispute resolution:
Commercial disputes often become legal disputes, the resolution of which typically proceeds along an escalating scale of confrontation ranging from informal settlement negotiation to hardball litigation.  An effective litigation attorney must have complete mastery of this complex and challenging field of law, but more than that, he or she must also have the patience and personal skills to operate on an informal level, and the aggressive forensic ability and tenacity to claim victory in the courtroom.  Often a skilled litigation attorney can resolve the matter favorably before a lawsuit is ever filed. 

Contract Remedies:
Contracts are the very stuff upon which the marketplace is founded, and they provide the basis for a large share of business litigation.  The remedies for breach of contract include money damages and injunctive relief expressly directing one of the parties to perform a contractual obligation.  This remedy involves a form of injunction called a “specific performance” decree.  The remedy of specific performance is often called an “extraordinary” equitable remedy, in that courts will not grant specific performance except in a sharply limited number of circumstances.  Punitive damages are not an available remedy in a contract lawsuit.

Arbitration:
Arbitration is a method of Alternative Dispute Resolution.  In this process, the parties jointly select a lawyer to act as arbitrator.  The idea is to choose someone with an outstanding reputation for personal and professional integrity, with heavy litigation experience involving cases similar to the one in which the parties are currently involved.  The parties may select either "binding" or "non-binding" arbitration.  Some lawyers discourage their clients from participating in "non-binding" arbitration, seeing futility in the expense and inconvenience of a process that may prove a waste of time.  Other attorneys discourage their clients from participating in "binding" arbitration, so that their options are preserved in the event of an unreasonable adverse ruling by the arbitrator.

Arbitration is more like a trial than is Mediation.  For one thing, in binding arbitration the arbitrator's decision is virtually the same as a judgment.  In both types, however, the arbitrator actually renders a decision, as opposed to simply making a recommendation.  Each side submits an arbitration brief, containing a summary of relevant facts, a list of the legal issues thought relevant, and reference to the applicable law.  There is a hearing in the nature of a trial, but much less formal.  It is usually held at the arbitrator's office.  Sworn testimony may be offered, subject to cross-examination.  The attorneys usually join in a stipulation agreeing that certain specified facts are not in dispute.

The rules of evidence are less rigorously applied in arbitration hearings than in trials.  Sometimes the arbitrator announces a decision at the end of the hearing, but more often, the case is taken under submission by the arbitrator, the decision being communicated by letter to both sides within a week or two.  The arbitration process takes a lot of pressure off the court system, and it has proven itself as an effective alternative method for the resolution of disputes.

Business Formation:
There really isn’t any need for legal counsel in forming a sole proprietorship, but other forms of business organization are a good deal more complicated and are best accomplished with the assistance of a lawyer.  These include the formation of partnerships, limited liability companies and corporations.

Business and Corporate Services:
Business and corporate services involves advising companies and investors in the purchase, sale and mergers of businesses.  The services provided include forming and funding start-up companies, buying and selling practices, assets, divisions and companies, engaging in private stock offerings and re-sales, structuring venture capital financing, forming off-shore sales and sourcing entities, structuring commercial and partnering transactions and syndicating real property acquisitions.

If you or someone you know needs the assistance of an experienced Encino Business Law attorney, call Huang, Fedalen & Lin today at 866-607-9134, or complete the contact form provided on this site to schedule a consultation.

If you or someone you know needs the assistance of an experienced Encino Business Law attorney, call Huang, Fedalen & Lin today at 866-607-9134, or complete the contact form provided on this site to schedule a consultation.

ADDRESS OF THE FIRM:
Huang, Fedalen & Lin LLP
16633 Ventura Blvd.
Suite #1420
Encino, CA 91436
Phone: 866-607-9134
Hours: M-F, 8:00AM-5:00PM

MEMBERS OF THE FIRM:

Attorney James C. Fedalen

James C. Fedalen was born in Los Angeles, California, and admitted to the California bar in 1979. He is also a member of the United States District Courts for the Southern, Central and Eastern Districts of California, 9th Circuit Court of Appeal, U.S. Tax Court and the United States Supreme Court. He received his Bachelors of Arts degree in 1976 from the University of California at Berkeley and graduated from Southwestern University in 1979 earning his J.D. He has lectured about Real Estate and Business Law at both California State University at Northridge and California Lutheran University and has served as Judge Pro Tem with the Los Angeles Superior and Municipal Courts. He has served as an arbitrator with the Los Angeles County Bar Association and was the Deputy City Attorney, Litigation Counsel, for both the City of Desert Hot Springs and Cathedral City, California. He was Special Litigation Counsel, for San Bernardino, California, Inland Valley Development Agency, City of San Bernardino, and San Bernardino International Airport Authority and is currently Special Counsel for the City of Victorville.

His reported cases include Niesner v. Kusch, (1986) 186 Cal. App. 3d 291; Cathedral City Public Safety Management Assoc. v. City of Cathedral City, (1999) 72 Cal. App. 4th 821, rev. den., ord. depub.; Friends of Mammoth, et al. v. Town of Mammoth Lakes, (2000) 82 Cal. App. 4th 511; Warren v. Merrill, (2006) 143 Cal. App. 4th, 1996.

His practice areas include Business Litigation; Real Estate Litigation; Governmental, Environmental, Land Use, Entitlement and Condemnation matters; Probate, Trust and Conservatorship matters; Construction Litigation; Governmental Law; Appellate Practice; and Intellectual Property Litigation.

Attorney Patrick K. Huang

Patrick K. Huang was born in Nanjing, China, and admitted to the California bar in 1975. He is also a member of United States District Court for the District of Hawaii, the 9th and 2nd Circuit Court of Appeals, and the United States Supreme Court. He received his Bachelor of Arts degree in 1971 from the University of California at Santa Barbara and graduated from the University of West Los Angeles in 1975 earning his J.D. He is the recipient of the American Jurisprudence Award in Remedies, Author: "Future Interest," AB Press, California 1976. He has also acted as Arbitrator, National Arbitration Forum.

He is a member of the State Bar of California and the American and International (Member, London, England Section) Bar Associations. His reported cases include The Ambassador Hotel Co., Ltd. vs. Wei-Chuan Investment, et. al. (1999) 189 F.3d 1017; Weiss v. Washington Mutual Bank, (2007) 147 Cal.App.4th 72. He is fluent in Cantonese Chinese.

His practice areas include Commercial Litigation, Arbitration, Mediation and Dispute Resolution in State and Federal Court; AAA and International Chamber of Commerce, Court of Arbitration, Paris, France; Commercial Transactions; General Corporate and Partnership Transactions and Disputes; Construction; Real Estate Law; Corporate Law; and Intellectual Property Litigation.

Attorney Angela P.  Lin

Angela P. Lin was born in New Brunswick, New Jersey, and admitted to the California bar in 2003. She is also a member of the 9th Circuit Court of Appeals. She received her Bachelor of Science degree in 2000 from the University of California at Riverside and graduated from Loyola Law School, Los Angeles in 2003 earning her J.D.

She is a member of the State Bar of California; American Bar Association; Women's Lawyer Association of Los Angeles; Southern California Chinese Lawyers Association; and the National Association of Women Business Owners, National and Los Angeles. Her reported cases include Weiss v. Washington Mutual Bank, (2007) 147 Cal.App.4th 72, Bernardo Footwear, LLC v. Fortune Dynamic, Inc., 2007 U.S. Dist. LEXIS 93851 (S.D. Tex. Dec. 24, 2007); Bernardo Footwear, LLC v. Fortune Dynamic, Inc., 2008 U.S. Dist. LEXIS 2976 (S.D. Tex., Jan. 15, 2008)

Her practice areas include: Real Estate; Business Litigation; Real Estate Litigation; Appellate Practice; and Intellectual Property Litigation.

Attorney Steve Wood

Steven (Steve) G. Wood was born in Los Angeles, CA and admitted to the California bar in 1987. He is also a member of the 9th Circuit Court of Appeals. He received a Bachelors of Arts degree summa cum laude in 1984 from UCLA and graduated from UCLA School of Law in 1987 earning his J.D.

He has worked at Heller, Ehrman, White & McAuliffe in San Francisco, CA where he practiced transactional corporate and real estate law, involving over 30 transactions with property values ranging from $1.5M to $95M. He has also worked at Wilson, Sonsini, Goodrich & Rosati in Palo Alto, CA where he handled over 25 corporate and real estate matters that involved documenting and overseeing transactions that involved property values ranging from $1M to $250M in complex commercial and industrial projects.

His practice area includes business and real estate transactions and litigation.