Practice Areas

CTSW provides comprehensive legal and business counsel to its clients in a variety of areas, and practice specialties to help clients anticipate and avoid problems, resolve disputes and achieve their business and legal needs. We focus on understanding the diverse industries in which our clients operate. From the outset, we work closely with our clients and get to know what is important to them.

We constantly reevaluate and consult with our clients at all levels, business, legal and technical and take only those actions that advance our clients' positions and ultimate goals. Each of our groups is supported by a team of attorneys who, in many cases, have multi-disciplinary training.

  • Corporate & Commercial

    Strategic insight. Practical counsel. Our corporate & commercial attorneys provide strategic insight and practical counsel with an unwavering focus on business goals. We are sounding boards and advisors to our clients, partnering with them to evaluate opportunities, risks, and long-term considerations in their pursuit of agreements and transactions.

    A business-oriented approach. Our work is driven by the client’s business goals, whether we are working with a company’s in-house attorneys, or serving in the role, as we often do, of a company’s “outside general counsel.” Clients involve us in business decisions and rely on our practical approach and creative thinking to craft solutions to challenges and growth-driving initiatives.

    Overcoming hurdles. We’ve been through many unexpected twists and turns as deals are structured and negotiated. While advocating for our clients’ interests, we also make a point of listening attentively and thinking creatively to address concerns and overcome challenges. Clients and opposing counsel alike have noted our ability to stay on track and guide deals to completion.

    Established team chemistry. Our corporate attorneys are deeply experienced working with each other. There’s no farming out matters to previously unknown colleagues or distant junior personnel. This proven team chemistry means that clients benefit from tightly integrated and efficient counsel. And the size of our office means that our corporate team works closely with our litigators and intellectual property counsel, bring the value of that chemistry to clients across all of our practice areas.

    A range of clients and business needs. We represent privately held businesses and publicly traded companies, partnerships, limited liability companies, small businesses, startups and entrepreneurs throughout the United States and abroad. Our corporate and commercial work includes asset-based lending and leasing, joint ventures and licensing, restructuring and financing, and mergers and acquisitions, in both domestic and international transactions.

    Corporate Structure and Day-to-Day Management

    The right structure for the best governance. We advise clients on selecting the right corporate structure for achieving their business goals, including the agreements allocating control of the business, voting, dispute resolution, and planning for future events such as subsequent investments, sales and dispositions, and acquisitions. We also advise entrepreneurs on selecting the best corporate structure for their objectives.

    Day-to-day initiatives and decisions. Many clients rely on us as an integrated member of their management team, involving us and seeking our advice on day-to-day management and legal issues. These include executing contracts, agreements, and commercial leases, handling and hiring employees, considering business initiatives and growth strategies, and communicating with employees, strategic partners, investors, and stakeholders.

    Debt & Equity Financing

    CTSW represents clients in all aspects of restructuring and financing (venture capital, debt or equity), leveraged buy-outs and LBO financing, and asset-based lending and leasing. Our experience includes private securities offerings, convertible note and preferred stock offerings, mezzanine and subordinated debt facilities, bridge facilities, DIP financings, first and second-lien debt, and secured and unsecured financings. We represent individuals as well as corporations (public and private), partnerships and limited liability companies in structuring these deals whether domestically or internationally.

    Life Settlements

    CTSW represents rating agencies, financing firms, and life settlements funds on a range of structured finance and securities matters in the life settlements industry.

    Our life settlements-related work is one aspect of our deep and sophisticated experience in debt and equity financing and securitizations generally ranging from $10 million to $1 billion. Our work has included structured finance, asset-based lending and credit facilities, and a range of structured finance and premium finance.

    Working with funds investing in life settlements and with life settlement providers, we maintain a clear focus on the business goals at hand, negotiating and executing transactions as efficiently as possible.

    Mergers & Acquisitions

    CTSW represents clients in all aspects of mergers and acquisitions. We have experience representing many different categories of participants in such transactions, including buyers, sellers, major stockholders, lenders, financial advisors, management, special board committees, venture capitalists, individual investors, private equity funds, hedge funds and others. These representations include both friendly and contested asset purchases, stock purchases, management and leveraged buyouts, tender offers, auctions and defensive planning, whether domestically or internationally.

    Private Equity Investments and Credit Agreements

    We have extensive experience in representing companies, lenders and investors in the funding of start-up ventures and operating businesses. From the company perspective, we assist clients in a wide variety of industries in procuring and structuring equity investments and credit lines from individuals and financial institutions. On the investor side, our familiarity with current developments in venture capital and private equity financing give us an edge in structuring favorable terms for our clients.

    In addition, we represent clients in financial services such as banks, trust companies, insurance companies, hedge funds and mortgage bankers, as well as financial institution investors.

    Securities Offerings and Capital Markets Transactions

    We represent issuers, underwriters, and agents in a broad range of securities and capital markets transactions involving registered offerings and private placements of equity, debt, and various hybrid securities, as well as tender and exchange offers. We advise boards of directors, board committees, and executive officers with respect to compliance obligations and corporate governance matters related to the U.S. securities laws, Sarbanes-Oxley Act of 2002, and stock exchange requirements. We work with corporate clients of all sizes on such matters, as well as the preparation and filing of periodic reports and proxy statements with the SEC.

    Sports, Entertainment, and Art Law

    Sports and entertainment. Our corporate work includes transactions involving investment in and purchase and sale of professional sports teams, and negotiating endorsement, promotion, licensing and service agreements with high-profile athletes, agencies and sports teams. In the entertainment world, we assist publishers, agents, and filmmakers, producers, and personalities with book deals, movie and television production and financing, the structuring of business entities and investment, intellectual property protection and licensing, and distribution agreements. Our corporate attorneys also work closely with our litigation team to assist these clients with resolving or mitigating any disputes.

    Art law: private collectors, artists, and agents. On the business side, we have represented private collectors in negotiating credit lines with major banking institutions, investment banks and auction houses secured by world-class collections of artworks and collectibles. We have also represented artists and their agents in organizing and overseeing major domestic and international art loan exhibitions and consignments, and have represented artists and gallery owners in immigration and visa matters. We have also litigated art fraud cases in state and federal court actions to recover art works and enforce insurance coverage for art dealers and galleries.

  • Employment Law

    CTSW represents clients in a range of employment and HR-related issues. Our work in this area includes advising clients on compensation structures, policies, and rules, and also litigation counsel in disputes arising out of these issues. We also represent clients in arbitration and mediation proceedings.


    Our Work for Clients Includes:

    Employment, independent contractor, and work-for-hire agreements

    Deferred compensation arrangements, including stock option plans, bonus plans, and phantom stock arrangements

    Executive compensation

    Termination and severance agreements

    Non-compete, non-solicitation, and confidentiality agreements

    Intellectual property ownership and assignment

    Employee manuals

    Corporate policies, including code of conduct, harassment, discrimination, e-mail, and social media


    We work with HR and talent management professionals on securing and retaining talent from across borders. Our immigration practice is a strategic resource to these clients, assisting with securing work visas (H-1B, TN, L-1, O-1, and others) and permanent residency (green cards) through employment sponsorship.

  • Family Offices

    Exemplary Attention and Business-Oriented Counsel for Family Office Executives

    CTSW is particularly well-suited for wealthy families and family office executives expecting an exemplary level of attention. We have worked with successful executives, founders, entrepreneurs, and businesspeople starting, buying, or investing in an array or portfolio of businesses to drive profits and build wealth.

    Our counsel takes a multi-disciplinary approach, drawing on our tight integration of our practice areas and the efficiency of small teams. Our work spans a range of industries, including companies in manufacturing, consumer products, packaging and industrial products, and commercial real estate, including hotels and hospitality.


    Corporate Transactions and M&A

    Our corporate & commercial practice provides both strategic insight and practical counsel. As family offices consider and execute investments in companies as well as acquisitions and dispositions of businesses, we do more than provide legal answers to legal questions: we take a broader business-centric view of the office’s overall objectives, and the goals of the family in consummating these transactions.

    We are able to synthesize truly customized business solutions because our corporate, tax, and real estate practices are so closely linked. And the high efficiency of our teams, consisting of seasoned attorneys who have worked together on thousands of transactions, allows us to overcome obstacles and see through transactions to completion.


    Real Estate

    Our real estate practice has included work with family businesses and other clients on development and investment transactions involving virtually every type of commercial and residential property, as well as acquisitions of multifamily residential, mixed-use, and commercial office buildings. Our work includes commercial leasing, joint ventures and partnerships, mortgage financing, and acquisitions and dispositions of property.

    Much of our real estate is multi-disciplinary, entailing corporate and tax considerations in crafting business solutions. In addition, our strength in bankruptcy proceedings involving

    distressed properties adds valuable perspective to our work with clients who see these types of properties as business opportunities.



    CTSW’s litigation team has worked with family offices and wealthy executives who require a high level of attention and customization in addressing disputes. Whether defending against legal action or pursuing a cause of action, we work side-by-side with each client at every step to ensure that the litigation drives or protects the value of a business.

    We are attentive not only to the legal substance of a dispute, but also to its broader business context including its impact on the time and resources of a company and on the company’s reputation—which we know from experience is a particularly important concern for family offices.

  • Financial Restructuring

    CTSW’s Financial Restructuring and Bankruptcy Group represents the full range of constituencies affected by financial distress situations, including debtors, lenders, official and ad hoc committees of creditors and equity holders individual creditors, and purchasers of assets and businesses from chapter 11 debtors.

    Because CTSW also counsels corporate, banking and private equity clients in M&A, financing and litigation matters outside of the bankruptcy arena, we retain a broader perspective than most restructuring and bankruptcy professionals and recognize bankruptcy for what it is – a means for our clients to achieve a favorable restructuring that permits the debtor company to reorganize and stay in business or sell its business as a whole, providing lenders and vendors with a continuing customer and the best possible recovery on their pre-bankruptcy claims. That breadth of experience, coupled with CTSW’s creative and goal-oriented approach to problem solving, offers clients the optimal chances of success and/or recovery in a distressed situation.

    Creditors & Equity Committees

    In most chapter 11 bankruptcy cases, the Office of the United States Trustee appoints an official committees of unsecured creditors to act as a fiduciary representative of all unsecured creditors as a group. In that capacity, the Committee enjoys automatic standing in all aspects of the chapter 11 case and holds a position of influence in the development of restructuring alternatives. If used correctly, that influence can lead to substantial improvements in recoveries to holders of general unsecured claims. The Committee also has the ability to investigate various causes of action and, if the debtor is unwilling or unable, to prosecute those actions on behalf of the debtor’s estate. The Committee hires lawyers and, at times, other professionals – at the expense of the bankruptcy estate and not the individual members of the Committee – to pursue the common goal of maximizing recoveries to the unsecured creditors. We recently established a benchmark, representing a Committee in negotiating and confirming a plan of reorganization providing a 100% recovery to unsecured creditors in a chapter 11 retail case.

    When equity holders are also potentially “in the money” in a particular chapter 11 case, an official committee of equity holders may be appointed to serve the same role for the equity holders as the official committee of unsecured creditors serves for the general unsecured creditors.

    Debtors Representation

    Troubled times require a calm, practical and measured legal approach. Hiring counsel at the first sign of trouble improves the chances of successfully restructuring a business and may obviate the need for bankruptcy. Also, having counsel available to work with creditors leaves management with more time to devote to core business issues.


    Bankruptcy laws grant debtors certain rights and responsibilities with respect to real property leases. Whether a landlord wants its rent paid or desires to remove its tenant from the property, a knowledgeable bankruptcy lawyer is a useful tool.

    We have assisted landlords in maximizing their recovery and/or getting their property back in several cases.

    Purchase & Sale of Distressed Assets

    CTSW advises purchasers of distressed assets outside bankruptcy and structures the deal to protect as best as possible against the impact of a bankruptcy filing (always a real possibility in a distressed deal). Moreover, due diligence is ever more critical, for there will be limited recourse, if any, against the seller that will likely be a debtor in bankruptcy after the deal closes. Special considerations also apply to sales of property by bankruptcy debtors and trustees for such sales are automatically subject to higher and better offers even after a “stalking-horse” purchase and sale agreement has been executed. Break-up fees, access to diligence materials and bidding procedures typically take center stage in these deals. Whether CTSW represents the stalking horse purchaser or a competing bidder in a bankruptcy court-supervised sale, in each instance CTSW seeks to gain advantage for its client in the process.

    Secured Lenders

    A secured lender to a company in distress typically holds a favored position among creditors to the extent of its collateral. Accordingly, in most circumstances, the secured lender is entitled to payment of its claims ahead of all other creditors to the extent of the value of that collateral. As such, secured lenders can have great influence over the development of restructuring options. Nonetheless, secured creditors must be proactive in chapter 11 cases lest they risk some of their protections. CTSW assists in seeking adequate protection for the use of collateral by a debtor, safeguarding the validity and priority of a secured lender’s liens and defending against challenges to its secured position. In the event a debtor seeks to sell its assets, a secured creditor often has the right to “credit bid” the full amount of its secured claim, thereby ensuring that the assets are sold at an acceptable valuation. Recent cases, however, have seemingly chipped away at a secured lenders’ rights (including its rights to credit did in all instances). CTSW remains vigilant for its secured lender clients in blocking any impairment of their rights.

    Trade Vendors

    A supplier to a distressed company faces many immediate questions, not the least of which is whether there will be an ongoing customer with which it can do business in the future. CTSW’s attorneys regularly assist vendors in assessing their options in extending ongoing business credit both prior to and during the course of bankruptcy proceedings and protecting their rights with respect to prepetition unsecured, priority and reclamation claims. Additionally, CTSW has extensive experience defending such creditors against attempts by bankrupt estates to eviscerate pre-chapter 11 protections given to such creditors including consignments, trade creditor liens, and UCC-granted rights and remedies. CTSW also has achieved successes in defending actions against creditors to recover allegedly preferential prepetition transfers.

  • Immigration

    CTSW’s immigration practice consists of work in three main areas, working with businesses and individuals on non-immigrant, immigrant, and agency-facing issues.


    Non-Immigrant Visas

    We advise human resources and talent management on securing work visas (including H-1B, TN, L-1, O-1 and others) so they can attract and retain talent from across borders. Today’s global economy means that companies must compete in an international talent pool, and our work makes them more successful in securing the talent they need.


    Immigrant Visas (“Green Cards”)

    We also represent clients on immigrant visa strategies, including:

    PERM Labor Certifications, assisting U.S. employers with analyzing job requirements and preparing effective recruitment plans to maximize the success of each application EB-1 Visas (Employed-Based First Preference), with which foreign nationals demonstrate highly significant accomplishments in the fields of arts, sciences, education, business, or athletics. We advise clients on whether these applications should be made under the categories of Extraordinary Alien, Outstanding Researcher, or Multinational Manager/Executive.


    Government Agency-Facing Counsel

    We advise corporate clients and their employees on navigating governmental procedures and policies, including:

    Consular issues, advising corporate clients and their employees on the documentation to bring to visa interviews and what to expect at the Consulate, including Petition Information Management Service (“PIMS”) and administrative delays.

    Border and port-of-entry concerns, preparing clients on the documentation they need to have in possession, and on responding to questions posed by Customs and Border Protection agents.

    Government investigations and audits: we advise and train our corporate clients’ HR professionals to establish best practices for record-keeping and compliance so they are prepared for unannounced site visits and audits by U.S. Immigration & Customs Enforcement (ICE); U.S. Citizenship & Immigration Services (USCIS); Wage & Hour Division of the U.S. Department of Labor.


  • Individual Client Services

    Together with other practice groups at the firm, we provide a full range of legal services to comprehensively address the needs of our individual clients. We advise and provide solutions to high net worth individuals in the areas of trust and estate planning, employment and executive compensation, personal real estate acquisitions and dispositions and personal tax planning.

  • Intellectual Property

    CTSW recognizes that your intellectual property may be your most valuable asset and a key component of your competitive edge. Our experienced intellectual property attorneys will protect your intellectual property while helping you accomplish your business objectives. From patent prosecution and copyright or trademark registration to licensing and competitive intelligence, our attorneys will help you develop and implement a comprehensive strategy for managing your intellectual property and preserving its value.

    Copyrights & Trademarks

    CTSW provides guidance to a broad range of businesses on copyright and trademark registration, preservation, licensing, transfers of ownership, and disputes. We can help you avoid liability for copyright and trademark infringement and advise you on best practices for using and protecting your designs and marks in commerce.

    When disputes arise, we strategize with you to formulate a plan for your needs. We know when to fight and when to find creative resolutions. When it’s time to resolve issues, we successfully negotiate dual-use and co-existence agreements and utilize other creative resolutions to preserve rights and avoid protracted and costly litigation.

    CTSW is a leading licensing firm. Our attorneys regularly and successfully negotiate trademark,copyright and trade secret licenses in diverse fields representing licensors, licensees, and royalty financing lenders.

  • Israel

    Click here for Hebrew Version

    Israeli executives and entrepreneurs rely on CTSW as a trusted advisor for pursuing their business goals and protecting their interests. Based in New York City, CTSW has strong connections to the Israeli business community.

    Many of our attorneys speak Hebrew, and they have established relationships with Israeli law firms, Israeli accounting firms, industry executives, and market leaders. We are knowledgeable about Israeli government and the legislative and regulatory issues affecting our clients. CTSW also provides Israeli clients with a platform for business opportunities across the United States.


    Who We Represent

    Our clients run the gamut of Israeli businesses, from major multi-national concerns to middle market companies and startups. We represent pioneers and leaders in industries including technology, life sciences, biotech, and aerospace. We also represent investors in those businesses, helping them evaluate and maximize returns while managing risk.


    What We Do

    CTSW attorneys provide legal advice driven by a client’s business goals. We work in partnership with clients to achieve those goals, whether pursuing opportunities and closing deals, or protecting their interests and minimizing risks.

    Israeli clients call on CTSW to advise on:

    Mergers and acquisitions, securities law issues, initial public offerings, strategic alliances and joint ventures, and tax issues, reflecting our experience with technology, life science and biotech companies.

    Litigation, arbitration and mediation of commercial disputes throughout the United States and the world in connection with contractual disputes, securities law, real estate, tax, intellectual property and other areas.

    Intellectual property licensing, including patent and trademark registrations and appeals, and strategic advice on the protection of intellectual property in global markets investments, based on our long history of work for investors and investment funds, and established, emerging growth and start-up companies in high-tech areas.

    Transfers of managers, executives and employees with specialized skill sets to U.S. affiliates of Israeli companies via non-immigrant and immigrant visas to the U.S.

    U.S. tax compliance and reporting issues for Israeli personnel and businesses in the U.S.


    A Focus on Achieving Business Goals

    CTSW attorneys work in partnership with clients to achieve their business goals. Many came from larger firms to join a smaller office that emphasizes personal and responsive service. CTSW’s experience representing companies and investors, combined with our experience working with Israeli businesses and law firms, makes us a partner in the strategic vision of our Israeli clients.

  • Licensing

    Our corporate attorneys have expertise in handling the intellectual property of early stage, privately held and public companies in the high technology, life sciences and e-commerce sectors. Our licensing clients are diverse, and also include designers, manufacturers and distributors of clothing, toys, jewelry, personal care products, furniture and home furnishings, to name a few.

    But while we are known for excellent practice in the niche areas of complex technology and pharmaceutical licensing, we are not a boutique firm. In addition to acumen in matters of intellectual property, our licensing attorneys will apply to your licensing matter their extensive knowledge of corporate law and experience in papering and negotiating a wide breadth of business transactions.


    We provide critical help and creative solutions when licensing and protection of intellectual property is a key consideration when undertaking any of the following, to name a few:

    IP Strategy
    Collaboration Agreements
    Development Agreements
    Supply and Distribution Agreements
    Manufacturing Agreements
    Outsourcing and Services Agreements
    Mergers & Acquisitions
    Nondisclosure Agreements
    Technology Transactions
    Development Agreements
    Asset Purchase Agreements
    Internet-Related Agreements
    Exclusive and Nonexclusive License Agreements

  • Life Sciences

    Our life sciences, biotechnology, pharmaceuticals, and healthtech practice is unique in its scope and encompasses all facets of practice in these industries. We handle patent prosecutions, product licensing and acquisition, as well as issues related to product development and clinical trials, NDA filings and regulatory compliance, manufacturing, packaging, private labeling, marketing and commercialization, royalty financing and product sales. Attorneys in this practice also represent clients in dispute resolution and litigation.

    Our life sciences clients include medical service providers, researchers, biotechnology companies, pharmaceutical manufacturers, healthtech companies, medical device manufacturers and investors focused in the area of life sciences.


    Intellectual Property

    CTSW stands out for having its own patent counsel and FDA counsel. We have represented clients in patent prosecution, in design-arounds, in modifications of proposed formulations for ANDAs, and in IND applications. Our attorneys are experienced in preparing patent applications and opinions and have litigated complex commercial cases involving generic and branded drugs, cosmetics, biotechnology and diagnostic medical agents. We also understand the risks of litigation inherent in intellectual property development, and we advise companies on managing litigation so as to prevent it from overwhelming or undermining its business goals. Visit our Intellectual Property and Intellectual Property Litigation pages for more information.



    We have a sophisticated licensing practice working with pharmaceutical and life sciences companies. Leveraging our experience with both intellectual property and with corporate transactions, and drawing from the best practices of our licensing work in other industries, we see the broader business context of every licensing deal so we can tailor it to each client’s business goals. We advise on collaboration agreements, development agreements, outsourcing and services agreements, IP strategy, exclusive and nonexclusive license agreements, joint ventures, and strategic partnerships.


    Commercial Transactions

    Despite our depth in life sciences, we are not a life sciences boutique. We understand the broader business needs of life sciences clients as they advance through stages of growth and pursue business opportunities. We represent clients in agreements for joint ventures, manufacturing, supply, distribution, and consulting. When clients seek or require investments to fuel growth, we ensure that these investments take place while protecting the business and preserving alignment with overall business goals.


    Regulatory Counsel

    We assist clients with responding to and complying with the FDA by devising strategies for response and sound arguments to agency representatives when appropriate and necessary. While we understand the complex and technical expertise required to navigate regulation, we are not merely technicians. We work in tandem with clients’ regulatory affairs teams and with scientists, always with the priority of grounding our legal counsel in business goals.

  • Litigation

    Our clients know that CTSW litigators are results-oriented, and that they can count on CTSW to approach complex litigation matters in manners designed to maximize their return on investment.

    Our strength is proven trial success in complex cases in New York state and federal courts, courts throughout the nation, and domestic and international arbitration proceedings. CTSW repeatedly achieves its results-oriented mission in advocacy for a full range of clients, from individuals to multinational corporations. We have litigated hundreds of disputes across the country against parties represented by many of the nation’s largest firms. CTSW’s litigators enjoy a well-known reputation for success that is driven by our ability to work closely with clients to develop strategic goals.

    CTSW’s litigators are known for their experience in all aspects of complex litigation, from injunction, attachments, restraining orders and other forms of preliminary relief to motion practice, discovery, trials, appeals, arbitration, negotiation and settlement. CTSW’s success has also made it a leading choice of clients and bankruptcy counsel for adversarial bankruptcy proceedings and other specialized matters involving companies in distress.

    Commercial Litigation

    Our no nonsense, businesslike approach to handling complex commercial disputes gives us our edge. CTSW is a recognized leader for litigating and arbitrating complex commercial cases for entrepreneurs, multinational and Fortune 100 companies in courts throughout the country, as well as in domestic and international arbitration proceedings. Business clients repeatedly call on us to prosecute and defend breach of contract and sophisticated business tort claims involving fraud, breach of fiduciary duty, misappropriation of trade secrets and a wide variety of other claims.

    Yes, we make sure we are prepared to play hard ball and take every case to trial. However, we also make it our business to look for a win-win solution wherever possible so that productive business relationships are not needlessly scuttled because of intractable posturing and unproductive handling of the case. We strive to ensure that non-business considerations do not take over our advocacy objectives.

    Employment Litigation

    CTSW is a recognized leader in litigation and handling employment disputes for individuals, multinational and domestic corporations. CTSW brings over twenty years of experience to handling disputes arising out of employment contracts and various federal and New York state wage and hour employment law statutes (such as the federal Fair Labor Standards Act), discrimination statutes, as well as disputes involving proceedings before the EEOC, New York State Division of Human Rights and the New York City Commission on Human Rights. Corporate executives and business clients regularly use CTSW to handle, prosecute or defend employment-related matters because CTSW’s employment team understands that, in this heated and emotional area, the goal is often to look for a win-win solution that avoids intractable posturing and non-business considerations when tempers flare. CTSW employment team’s recognized record in successfully trying employment-related disputes regularly makes for the resolution of these otherwise emotional disputes where the parties too often seem intractable.

    Insurance Litigation

    CTSW brings over twenty-five years of expertise and success to handling complex insurance coverage disputes for policyholders, and has recovered hundreds of millions of dollars for its policyholder-clients for defense and indemnity with respect to their insurance coverage. CTSW’s coverage team successfully handles complex multi-carrier, multi-year claims arising under first party, property, builder or construction risk, business interruption and extra expense, fidelity bond and crime coverage, private equity management professional and liability, director and officer liability, third-party general liability and environmental impairment policies. In addition to handling and litigating coverage claims, CTSW’s coverage team has lectured, written and also advised various corporate counsel and risk managers on maximizing insurance coverage for the various types of claims confronting their companies — making CTSW a recognized leader in advising policyholders on complex insurance coverage claims.

    Intellectual Property Litigation

    Our litigators regularly appear on behalf of clients in intellectual property disputes concerning trade secret and unfair competition, copyright and trademark litigation, licensing and technology transfers, and false advertising cases. We understand that clients may lack the financial resources to undertake potentially expensive intellectual property litigation. In particular circumstances, we are prepared to share the risk with our client and, to that end, employ alternative fee arrangements.

  • Patents

    CTSW provides guidance to a broad range of businesses on copyright and trademark registration, preservation, licensing, transfers of ownership, and disputes. We can help you avoid liability for copyright and trademark infringement and advise you on best practices for using and protecting your designs and marks in commerce.

    When disputes arise, we strategize with you to formulate a plan for your needs. We know when to fight and when to find creative resolutions. When it’s time to resolve issues, we successfully negotiate dual-use and co-existence agreements and utilize other creative resolutions to preserve rights and avoid protracted and costly litigation.

    CTSW is a leading licensing firm. Our attorneys regularly and successfully negotiate trademark, copyright and trade secret licenses in diverse fields representing licensors, licensees, and royalty financing lenders.


  • Real Estate

    A Multidisciplinary Approach to Delivering Business Solutions

    CTSW attorneys have counseled clients in virtually all aspects of commercial and residential real estate transactions and litigation. We represent developers, lenders, architects, builders, tenants, and investors.

    Our clients recognize our real estate work for the multidisciplinary approach we take as a tightly integrated and efficient firm. We are able to draw on corporate, tax, bankruptcy, and litigation expertise, as well as any other part of our services for real estate clients, with teams that are long accustomed to working together and can provide a high level of service.

    We emphasize business solutions as the goal of this approach. Our clients seek our real estate counsel as part of a plan to drive their overall business goals. We are practical, think creatively, and overcome obstacles to stay on course and see the deal through.

    Our practice includes acquisitions and dispositions of property, joint ventures and partnerships, to construction and development projects, leasing and portfolio transactions, have involved every major type of property, including office buildings, shopping centers, industrial parks, mixed-use and residential developments.


    Representative Matters: Commercial, Retail, and Mixed-Use

    Landlord counsel for leasing of 200,000 square feet of space in lower Manhattan

    Landlord counsel for leasing, reconstruction and remodeling in six-building commercial complex containing 770,000 square feet

    Counsel for mortgagee in securitized mortgage and mezzanine loans refinancing

    Leasing counsel for multi-hundred-location national retail chains in industries including furniture, party goods, clothing, merchandising, and discount goods

    Mixed-use hotel and residential upscale development site in Napa, California (obtained all entitlements, early stages of development)

    Counsel for purchaser in acquisition of air rights for building in Midtown East

    Counsel for purchaser of ground lease in Brooklyn, New York

    Apartment Building & Multi-Family Complex Developments

    One Madison Park: acquisition in bankruptcy of 50-story unfinished condominium project; negotiation of air rights agreements, refinancing and restructuring of debt

    Acquisition of controlling interest in a 288-unit residential complex located in Orlando, Florida, together with restructuring of existing mortgage loan

    Acquisitions of residential multi-building complexes throughout the United States

    Acquisitions of NYC apartment buildings

    Joint development for new condominium construction

    Filing, construction and financing of Morningside Heights condominium

    High-End Residential Purchases & Sales

    $53 million New York City townhouse sale

    $22 million acquisition of New York City luxury penthouse condominium

    Representative Litigation

    Achieved favorable settlement in representing a building owner in a breach of contract dispute with purchaser in refusal of owner to close

    Represented building owner in a dispute with a commercial retail tenant who was not operating his store as a Grade A property in violation of the lease

    Defended successfully against fraud claim brought by a commercial tenant of a client

    Achieved favorable settlement representing building owner whose property was damaged on 9/11

    Successfully represented tenant in acquisition of business and commercial lease in bankruptcy and related litigations with landlord, with favorable settlement resulting in a 25-year extension of lease

    Represented subcontractor in a litigation against a building owner in enforcing its lien and claims against a building owner

    Successfully defended the seller in a securities fraud action concerning the sale of interests in a real estate development

    Defended an owner-developer against a claim of subcontractor’s lien on new construction

  • Sports and Entertainment

    CTSW has provided business-oriented and multidisciplinary counsel to sports and entertainment clients since its inception. Working with business owners and executives, creative talent, directors and producers, or entrepreneurs, we bring to clients a tightly integrated team familiar with the people, business issues, and risks of sports and entertainment matters combined with the broad experience we bring to every client. Our work has spanned spectator sports to entertainment properties to television, movie, and publishing personalities.


    Representative Sports Matters

    Merchandising and sponsorship agreements for Triple Crown winner American Pharoah. CTSW has also represented the horse’s owner in litigation.

    The purchase of a minority interest in the New York Yankees, an employment agreement for an executive of another Major League Baseball team, and the purchase and sale of multiple minor league baseball teams.

    The negotiation of a transportation services agreement with a professional sports team and professional athletes.

    Endorsement agreements with one of the most recognized and accomplished Major League Baseball players in the last two decades and a former National Basketball Association Most Valuable Player.

    Representative entertainment matters

    Negotiating the acquisition of movie rights for the remake of a children’s animated film.

    Estate and tax planning for one of the world’s bestselling novelists over the last twenty years, as well as litigation concerning royalties a former agent claimed he was owed.

    Negotiating an agreement for a new TV show featuring a prominent designer on a cable channel of one of the country’s major media companies.

    Agreements for designers to have their work showcased on home shopping television channels

  • Tax

    Receiving insightful tax guidance can be the difference between an organization’s success and failure in a competitive economy. Regardless of your business area, our goal is to provide you with the best planning and tax advice.

    We provide assistance to new and established businesses in domestic and international corporate, partnership and financing transactions. Our work covers a broad spectrum. In addition to general planning, we advise on legal structures for businesses and business relationships, manage financing and private placements and handle mergers and acquisitions, to name a few of our strengths.

    We can help you create or restructure international operations, or structure inbound and outbound investments. We advise clients with international operations on matters of branch profits tax, transfer pricing, withholding and tax treaties, among others.

    CTSW also provides tax planning services and advice to private and publicly-supported tax-exempt organizations.


    Offshore Bank Accounts

    We publish, lecture, and counsel globally on FBAR issues and FATCA:

    FBARs: CTSW counsels individuals, business entities and trusts on the preparation of annual Reports of Foreign Bank and Financial Accounts. We review the impact of the latest FinCen regulations and revised FBAR form with our clients. We counselforeign national clients who are obligated to file FBARs because they meet the Internal Revenue Code “substantial presence” test, dual citizens,and U.S. citizens with offshore accounts.

    FATCA: CTSW tax lawyers understand the need for clients to keep abreast of the procedures being promulgated under the Foreign Account Tax Compliance Act which became law in March 2010 as part of the Hire Act. FATCA requires completion of the new Form 8938 which is part of the 2011 Form 10040.. Clients receive guidance on how to deal with the adverse action of overseas banks and securities dealers reacting to the prospect of becoming Participating Foreign Financial Institutions under FATCA.We review the notices clients receive from their banks and brokers and advise clients on response options.


    Voluntary Disclosure

    CTSW advises clients with offshore financial accounts on their entry into the formal IRS Offshore Voluntary Disclosure initiatives and alternative mechanisms for coming into compliance with FBAR and information return requirements.


  • Technology

    A Strategy and Growth Partner to Tech Companies and Enterprises

    CTSW is proud of our community of tech clients that have grown with us. Here are some of the reasons why our clients come to and stay with us:

    Senior partner attention at every step. Our tech clients work with our team of attorneys on which our senior partners are on top of a client’s needs at every turn. Our senior partners stay involved from the start, no matter how large or small the matter is, whether raising an investor round, securing an agreement with a key client or customer, protecting trade secrets and intellectual property, or anything else we are working on.

    Practical and solution-oriented thinking. We ask about the broader goals and context of everything we work on. We are thought partners in planning, regularly suggesting more efficient and cost-effective options and alternatives to manage risk and drive solutions.

    Deep experience in complex matters. Our attorneys come from large firms and are deeply experienced in a broad array of complex corporate and litigation matters. No matter how straightforward a legal matter appears to be, we always handle it contemplating a wide range of options and risks, upsides and downsides, in helping clients choose the best path forward.

    A tightly integrated team addressing every business need. Every tech company has needs broader than “tech.” It has employees and contractors, office space and real estate, tax issues, IP, and business disputes. We cover these areas, and our attorneys from these different practice areas have worked together on hundreds if not thousands of client engagements with proven team chemistry and efficiency.

    A curated network of peers and access to best practices. We always look for ways to introduce our tech clients to contacts and potential business partners that may provide opportunity. Our regular roundtable discussions, highly curated to ensure a valuable exchange, provide an intimate peer-to-peer setting for sharing best practices in managing business and legal issues. Our clients and friends drive these discussions, and routinely tell us in the weeks and months following that they found an opportunity in someone they met at our event.


    Representative Areas of Work:

    Investments and Funding: From angel investors through subsequent rounds of institutional venture capital and strategic investors, including the structural and corporate housekeeping aspects of making this fundraising as easy as possible

    Corporate transactions: Corporate structure and governance, joint venture and strategic alliance agreements, master service agreements, licensing, purchases and sales of companies, real estate leasing

    Intellectual Property and Related Privacy Matters: Protecting trade secrets and confidential information with nondisclosure and non-solicitation agreements, terms of service, privacy policy, and GDPR compliance, cybersecurity, copyright registration and protection, trademark registration and protection

    Executive, Employment, and Talent Matters: Employment agreements and disputes, partnership agreements, consulting agreements, HR documentation and process review, corporate immigration and recruiting talent from abroad

    Business Disputes and Litigation: Pursuing legal action on behalf of a company or defending a company against one, proactive guidance to minimize the risk of litigation, recovering under a company’s insurance policy for losses from damages or claims


    Who We Represent:

    We represent a range of technology and tech-driven companies at all stages of growth, including newly formed startups, organic growth businesses, and companies looking for or well into angel or institutional funding. These include enterprise solutions businesses, SAAS providers, app developers, digital media businesses, data analytics firms, and software companies.


    Representative Clients and Case Studies:

    Sale of Data Analytics Company: Represented a data analytics company in its sale to a larger information services company, significantly restructuring the transaction from what the client originally contemplated for a much more tax-efficient deal.

    Sale of a Software Company: Represented a software and technology platform company in its acquisition by a larger media company, also handling a range of external general counsel matters including financings and licensing.

    Stock Option Plan and Related Tax Issues: Represented a company in creation of a stock option plan after corporate restructuring for tax efficiency.

    Master service agreements for a SAAS business, working closely with the client’s lead businesspeople to create an efficient process to drive sales quickly.

    Financing: Represented an automobile technology device manufacturer in financing matters.

    Private Equity Investment: Represented an expense management app in transaction with a private equity investor.

    Litigation Victory to Protect Trade Secrets: Represented a mobile messaging and marketing company in litigation concerning misappropriation of trade secrets and confidential information against a former sales executive.

    Purchase of a website promoting African music.

    Licensing of Archive Platform: Represented a digital magazine archive platform in licensing transactions with major media companies.

    Represented an educational software company in real estate, employment, and corporate immigration matters.

  • Trusts & Estates

    CTSW is experienced in helping our clients achieve long term goals while minimizing tax consequences. We protect the legal and financial interests of high net worth individuals and families, entrepreneurs and closely-held businesses. We focus on the client’s needs and desired disposition of wealth and advise clients on estate, tax and family business succession planning as well as establishing trusts and other investment vehicles.

    Our clients include individuals, families, privately-owned companies, private foundations and public charities, with holdings and locations in the U.S. and abroad, as well as individuals and banks acting in fiduciary capacities such as executors, trustees, guardians, conservators, and committees.