Lawyer (corporate generalist, commercial transactions)
Resume:
Eric S. Black
**** ***** ****, ********* *-*
Birmingham, Alabama 35205
********@*****.***
EXPERIENCE
SOLO PRACTICE (January 2014- present) Birmingham, Alabama
Represented public and private company clients in various commercial contract drafting and negotiations, including vendor supply agreements, SaaS agreements and other software license agreements, sale and distribution agreements and RFPs and RFIs. Additionally drafted and negotiated corporate finance, transactional and regulatory filing matters including stock purchase agreements, shareholders agreement, corporate and LLC formation agreements, Securities Act and Exchange Act filings (Form Ds, Form S-3, periodic reports), consulting and employment agreements.
CROSSFIT, INC. Prescott, Arizona
Legal Counsel (April 2009 - February 2012)
Represented fitness methodology and media company in various trademark infringement matters, license agreement negotiations, employment agreements, vendor agreements and litigation matters.
SCHULTE ROTH & ZABEL New York, New York
Associate (December 2007 - November 2008)
Represented hedge funds in mergers and acquisitions activities. Drafted equity commitment letters, guarantees, LLC agreements, assisted in drafting of stock purchase agreements.
SOURCE MEDICAL SOLUTIONS, INC. Birmingham, Alabama
General Counsel, Vice President, Company Secretary (April 2004 - June 2007)
Represented healthcare software company in all aspects of drafting and negotiating commercial contracts including SaaS and other software license agreements, NDAs, joint venture agreements, employment agreements, consulting agreements and severance agreements with senior executives. Responsibilities included support of company’s 30-plus member sales team. Also advised in company mergers, acquisitions and dispositions, establishment of credit facilities and private placements of securities.
Advised company executives and board of directors on various corporate governance issues, including issues relating to the company’s conducting a private placement of equity securities while under written threat of a shareholder suit, conduct of litigation and negotiation of settlements with several former senior executives of the company (including consideration of indemnification obligations to former executives and directors). Advised company executives and board of directors on company responsibilities in light of federal investigation and subsequent prosecution of former senior executive. Worked with outside counsel in cost management for all matters
BAKER, DONELSON, BERMAN, CALDWELL & BERKOWITZ Nashville, Tennessee
Corporate & Securities Associate (November 2002 - April 2004)
Represented private companies in purchases and dispositions, private placements, software and technology license agreements. Primary responsibilities included all aspects of transaction management, preparation and review of all transactional documents. Drafted responses to SEC comment letter on Registration Statement on Form S-4. Prepared various SEC filings (Registration Statement on Form S-3, Form 10-K).
SULLIVAN & CROMWELL New York, New York
London, United Kingdom
Associate, Mergers & Acquisitions Group (October 2000- October 2002)
Associate, General Practice Group (September 1998- September 2000)
Represented public and private companies in mergers and acquisitions and joint ventures. Primary responsibilities included drafting and negotiation of asset purchase agreements, stock purchase agreements and various ancillary agreements. Evaluated competing bids in public company auction. Served as counsel to investment banks acting as financial advisors in acquisitions and dispositions of businesses in various industries. Represented issuers and underwriters in SEC-registered and Rule 144A/Regulation S offerings of equity, debt, convertible and exchangeable securities. Prepared annual reports, proxy statements and other periodic SEC filings.
Education
Harvard Law School
J.D. 1998 (cum laude)
Activities: Executive Editor, Harvard Journal of Law and Public Policy, member of the Federalist Society
University of Georgia
B.S. in Interdisciplinary Studies 1995 (summa cum laude)
Honors: Phi Beta Kappa, Honors Thesis in Political Science, Alumni Scholarship
Activities: Member, Phi Kappa Literary Society
Bar Admissions
New York
Tennessee
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