Michele L. Cohen

The firm has assisted a Maryland-based cannabis company on multiple employment law matters, including policy development, training and employee relations and labor issues. The firm also has represented the company in its acquisition of two dispensaries, certain financing matters, various real estate leasing matters and litigation.

Advised a local credit union in the negotiation of core and ancillary contracts required for the development and implementation of its online banking system platform (including both internal and member-facing components). This included substantive review of privacy and data security requirements to ensure continuing compliance with the credit union’s regulatory and other legal obligations.

Advised clients having a national footprint in the retail and manufacturing/distribution industries, respectively, in the negotiation of core and ancillary contracts required for the development and implementation of their point-of-sale and back-end platforms (including both internal and customer-facing components). This included substantial attention to the integration of existing, third party technology with the new, core systems, to ensure interoperability of all aspects of the platform. Our representation also included substantive review of privacy and data security compliance obligations applicable to each client’s industry and customers.

Representing a luxury resort and casino in negotiations for a multi-level parking garage lease. This is an expansion of existing space under a long-term lease and will allow the tenant to provide its visitors with safe and convenient access to the hotel and casino building.

Act as a virtual legal department to local credit unions, providing general counsel services in a variety of practice areas. Our representation includes: general counseling and advise on compliance and operational matters; assistance in addressing member questions and concerns, including questions associated with trust documents, probate matters, powers of attorney, custodian and guardianship; drafting and negotiation of a variety of business contracts, including transactions tied to technology, marketing, ecommerce, consulting and other services agreements, and loan sale/participation agreements; drafting and negotiation of real estate purchase and sale agreements and leases (including ancillary agreements) for a variety of property types (including pad site and in-line locations); provide assistance in trademark and branding matters; provide support for employment matters. We also provide early case assessment in dispute situations (including of matters raised with the client’s regulatory bodies. Discrete litigation matters are handled by separate agreement.

Represented a multinational investment bank and financial services company in hundreds of ATM location leases across the United States. Work included the preparation and negotiation of office, branch and ATM leases; post-lease execution facilitation of documentation and other delivery items, and resolution of tenant improvement issues; interfacing with client representatives and brokers, in addition to landlord’s counsel and business representatives; the review of covenants, easements and third-party ground leases; and the coordination of ancillary documents including commencement agreements, recognition agreements and subordination attornment and non-disturbance agreements. We provide similar services for other financial institutions, primarily in the mid-Atlantic region.

Represented a local credit union in the renegotiation of a series of contract relationships, involving services provided to the client directly and as a member of a multi-credit union consortium. This series of contracts involved back-end services and front-facing member services, including software-as-a-service (SaaS) relationships and point of sale (POS) customer service systems. Our representation required attention both to our client’s specific business and technology needs and also to managing the consortium relationship to maximize vendor concessions on pricing, implementation, transitional, and other critical needs.

Represent a retail company and its affiliated entities as their North America leasing counsel. Our representation includes review and negotiation of pad site and in-line leases for retail, office, and warehouse/distribution facilities. Work include the preparation and negotiation of leases; post-lease execution facilitation of documentation and other delivery items, and resolution of tenant improvement issues; interfacing with client representatives and brokers, in addition to landlord’s counsel and business representatives; the review of covenants, easements and third-party ground leases; and the coordination of ancillary documents including commencement agreements, recognition agreements, lien waivers benefiting the client’s lenders, and subordination attornment and non-disturbance agreements. Our representation included the recent sale/leaseback component and lease assumption component of multi-property asset acquisitions in the Southeast and Southwest regions. We continue to represent this retail company in transactions elsewhere in the United States.

Represented a mid-Atlantic retailer, in the renegotiation of an existing lease. The developer was significantly delayed in its construction of the shopping center, preventing the client from completing its build out of its store and forcing the client into a holdover situation at its existing location. The original lease terms provided very limited recourse in connection with the landlord delay. We negotiated a revised construction schedule that provided more definitive completion requirements and robust penalties for continuing delays, in additional to certain financial concessions.

Represented a retail company in the sale of its corporate headquarters (85,000 square feet) and contemporaneous leaseback of the entire property. We handled all aspects of the contract and lease drafting and negotiations. We also assisted in the review and handling of related due diligence issues. The client was selling the majority interest in the company at the same time and worked with the client’s corporate counsel in connection with this related transaction.