Practice Areas

In our fast-paced and data-driven world, we know that we must stay ahead of the ever-evolving changes that face today’s leading companies and entrepreneurs.

As a full-service law firm, RPB prides itself on being able to draw from its proficiency in a broad range of practice areas to assist its clients.

RPB’s reputation for delivering cost-effective solutions for its clients is enhanced by its extensive expertise in the areas listed below.

Business Organizations

The performance of legal services in business organization law requires not only excellent technical legal skills, but an understanding of the economics of the clients’ business transactions, the dynamics of the parties and industries involved, and the trends and developments in the law.

RPB’s Business Organizations lawyers handle a very wide range of transactions, including business formations, acquisitions, joint ventures, mergers, dispositions and liquidations, to name a few. We have extensive transactional experience with partnerships, limited liability companies and corporations, as well as other types of entities; and our lawyers have the expertise to help our clients determine which business organizations and structures may be best suited to achieve their goals.

In connection with its practice in the areas of partnerships and limited liability companies, the Business Organizations group is well versed in issues and considerations that must be addressed between the entity and its owners, as well as among the owners.  We understand how the interests or objectives of the owners may differ from time to time, and we are very knowledgeable in the methods and approaches for satisfying the needs of all, including the entity itself.

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Estate Planning & Wealth Transfer

Our Estate Planning and Wealth Transfer practice is led by Edward Levine, one of California’s leading attorneys in trust and estate law. Our team’s practice emphasizes sophisticated planning relating to trusts, estates, conservatorships, guardianships, nonprofit tax-exempt organizations and estate and gift taxation. Our clients are high net worth individuals, many of whom are connected to the entertainment, venture capital, and financial services communities.

Our trust and estate experts routinely provide consultation, advice, drafting and implementation relating to estate planning techniques and estate plans, including trusts for children and other beneficiaries to provide for management, care and flexibility in tax planning. Our lawyers are experienced in creating and implementing a wide variety of estate planning structures, including: generation-skipping transfer trusts; grantor retained annuity trusts; qualified personal residence trusts; family limited partnerships; life insurance trusts; private foundations; charitable lead trusts; charitable remainder trusts; qualified domestic trusts for non-citizen spouses; and special needs trusts.

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Fashion & Apparel

RPB is at the forefront of the Fashion and Apparel Industry. Our team, with more than fifty years of direct experience dealing with the Fashion and Apparel industry, understands the landscape of the industry. Through representing fabric mills, printers, converters, importers, designers, manufacturers, factors, and major national retail chains, RPB has the necessary expertise to manage the full scope of business and legal issues facing the industry today.

From developing and expanding your business operations into new markets to protecting your rights in a lawsuit, our attorneys can assist your company in virtually every area that affects the fashion and apparel industry. Our experience includes:

  • Advertising and Promotions
  • Anti-Piracy and Counterfeit Goods
  • Branded Entertainment
  • Corporate Finance and Secured Transactions
  • Creditors’ Rights & Bankruptcy
  • E-Commerce
  • Employee Benefits
  • Factoring and Financing
  • Import, Export and Customs Matters
  • Intellectual Property
  • Joint Ventures and other Strategic Business Relationships, Transactions and Alliances
  • Labor and Employment
  • Leasing of Manufacturing, Showroom and Retail Facilities
  • Licensing and Distribution
  • Litigation and Dispute Resolution
  • Merchandising
  • Mergers and Acquisitions
  • Stock and Equity Transactions
  • Tax
  • Technology Protection

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Finance

RPB has extensive experience representing borrowers and lenders in connection with asset-based business loans, corporate finance, mixed collateral loans and real estate lending including senior and mezzanine loans for acquisition, repositioning, and refinancing for long-term investment, as well as in loan participations. The firm’s reputation for both responsiveness and creative thinking has resulted in cost-effective opportunities for its clients that might not otherwise have been available.

Our litigators are experienced in enforcing the rights of creditors against borrowers and guarantors, and foreclosing on assets of all classes. We are equally effective in protecting the rights of our borrower clients.

The firm has specialized experience in advising both Native American borrowers and non-Indian lenders with respect to the Indian Law aspects of financing hotel/casino and other real estate projects in Indian Country.

In connection with large multi-state, multi-property mortgage financing transactions, the firm acts as special California counsel to borrowers and borrower-related entities in connection with the rendering of required opinions, including numerous opinions in Freddie Mac and Fannie Mae loans, and advice to borrowers in matters relating to compliance with California law.

We also have served as borrower’s counsel on numerous loans financed with the proceeds of tax-exempt bonds, and have a long history of advising borrowers in connection with the structuring of such bonds, and in planning for and coordinating the defeasance and refunding of loans financed with bond proceeds.

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Gaming

In addition to our traditional commercial real estate practice, RPB handles the real estate aspects of gaming related transactions including hotel/casino development, acquisitions and dispositions, leasing, financing, joint ventures, work-outs and restructurings.

Our clients include:

  • hotel/casino developers, owners and operators,
  • lenders and institutional and private investors, and
  • retail chains leasing space in hotel/casino projects.

In addition to conventional commercial and hotel/casino projects, our counsel advise both tribal and non-tribal clients in connection with the development, leasing and financing of Native American casinos and commercial projects in Indian Country and the participation by Indian tribes in off-reservation commercial investments.

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Intellectual Property

The RPB team has decades of experience both helping clients protect their copyright, trademark, patent, industrial design rights and trade secrets, as well as defending against allegations of infringement.

Our team’s experience goes beyond litigation, assisting companies with licensing, revenue streams, and traditional business & legal affairs functions to maximize and leverage their assets appropriately. RPB has used its expertise in intellectual property to advance our clients’ interests in a wide range of industries, including apparel, entertainment, direct marketing, and retail.

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Labor & Employment

Business owners and executives both turn to our team of experienced employment lawyers and litigators to represent their interests as employers and employees. We understand the intricacies of running a business and possess the strategic know-how to handle all aspects of non-union employment law, from preparing employment agreements, handbooks and other employment documents, to counseling employers and employees regarding how best to proceed in particular situations, to mediation, arbitration and litigation of employment disputes.

Our knowledgeable legal team has extensive experience counseling and resolving disputes regarding wrongful termination, harassment, discrimination, leaves of absence, wage and hour, breach of employment contract, trade secrets and other employment-related matters.

We represent employers large and small, across many industries, in state and federal court, in arbitration, and before administrative and regulatory agencies. We help our clients avoid needless legal action and minimize their risks through advance planning which makes possible the successful and swift resolution of matters with less cost.

Recent representative matters include:

  • Achieved a judgment of dismissal for an insurance company in defense of an employment action.
  • Favorably resolved a wage and hour claim against a ranch by a disgruntled former employee who had been seeking significant six figure relief.
  • Achieved a judgment of dismissal for an apparel industry client accused of stealing trade secrets and interfering with prospective economic advantage.
  • Favorably represented employer in action against employee’s six figure claim for unpaid wages and overtime. Employee dismissed action with prejudice for a walk-away.
  • Obtained insurance coverage through insurance broker as a result of broker’s failure to address the scope of client’s coverage and determination that the claim at issue was covered.

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Litigation

Even the most optimistic person recognizes that disputes inevitably arise in today’s business world. The firm’s litigation lawyers work diligently to help clients avoid unnecessary court action whenever possible, including negotiating business resolutions and, when appropriate, implementing the use of alternative dispute resolution procedures. However, when full scale litigation is necessary or unavoidable, we develop creative, aggressive, and cost-effective strategies to obtain our clients’ objectives.

RPB has built a record of outstanding litigation successes across a broad range of industries and practice areas. The firm’s litigators regularly represent clients in a broad range of matters before California state courts, federal courts, administrative and regulatory agencies, and arbitration panels.

Recent representative matters include:

  • Favorably resolved a Copyright and Design Patent infringement claim involving rope-chain jewelry for a major international retailer.
  • Achieved a judgment of dismissal for an apparel industry client accused of stealing trade secrets and interfering with prospective economic advantage.
  • Favorably resolved hundreds of various Copyright infringement claims raised against apparel industry clients.
  • Secured a judgment, including an award of attorneys’ fees, through an Anti-SLAPP Motion and Demurrer, for an internet retail client who was accused of violating the Federal Hazardous Substance Act and Unfair Business Practices.
  • Achieved a dismissal with prejudice of a claim for fraud and breach of contract brought by the residents of a mobile home park against the park’s owner, claiming that the owner was required to sell them the Park.
  • Secured a dismissal of a Proposition 65 claim against a retail client accused of selling various products without providing the necessary warnings.
  • Negotiated a resolution in a “net profits” dispute, resulting in RPB’s client receiving approximately two to three times her initial participation payment and continued participation payments.
  • Favorably resolved a wage and hour claim against a ranch by a disgruntled former employee seeking several hundred thousand dollars.
  • Obtained a significant six-figure settlement for a commercial landlord whose tenant claimed the lease entitled it to and did destroy part of a building.
  • Favorably resolved $16 million of mechanic’s lien claims caused by a tenant who filed bankruptcy.
  • Obtained a multi-million dollar settlement from a major news organization on behalf of a crime victim whose privacy had been invaded after she was drugged and assaulted.
  • Favorably resolved numerous boundary disputes for both commercial and residential property.

For more information, please contact:

Native American

Our Native American practice includes the development, leasing, financing and operation of hotel/casino projects and other real estate projects in Indian Country. In this connection, we are experienced both in representing Indian tribes and in representing non-Indian parties (e.g., lenders, contractors, and retail tenants) in dealing with Indian tribes. In addition, we also advise Indian tribes in connection with investments in off-reservation real estate investment projects.

Leading our practice, Richard Friedman brings his expertise in representing tribes wishing to expand and acquire funding for new projects. Specializing in hotels, casinos and shopping centers, Rick understands and has extensive experience in real estate matters involving American Indian law.

For more information, please contact:

Nonprofit Organizations

The firm’s nonprofit organization practice addresses the broad range of issues which nonprofit organizations face. Nonprofit organizations must tackle many of the same issues that for-profit organizations confront – how should the organization be structured (e.g., corporation, trust, or limited liability company), in what state should the organization be formed, and what is required to oversee its operations properly? With nonprofit organizations, however, that is just the beginning of the questions it must answer. Nonprofit organizations must also determine if it is necessary and appropriate to apply for tax-exempt status with the IRS and any state taxing authorities; and, if such application is made, how that organization will be classified (e.g., religious organization, school, public charity, or private foundation). Finally, such organizations must typically register with a state’s attorney general. The firm’s nonprofit practice helps our clients navigate and address all of these issues. We draft formation documents, applications for exempt status with both federal and state authorities and registrations with states’ attorneys general.

For some nonprofit organizations, these issues represent the bulk of their concerns. Other organizations, however, face additional challenges, such as merging with other nonprofit organizations, relocating their operations to another state, entering into complex structures with for-profit entities, applying for exemptions from local property taxes, and, if necessary, dissolving and terminating the entity. We have experience handling all of these matters.

Finally, a nonprofit organization’s relationship with its donors is the key to its success. To that end, we assist both organizations and individuals with a wide variety of charitable giving issues (often together with our Estate Planning, Wealth Transfer and/or Trust Administration and Probate groups), whether those issues relate to a simple donation of cash or a complex structure involving deferred giving of real estate, corporate stock or other assets.

For more information, please contact:

Real Estate

The firm’s real estate lawyers have established a strong reputation, with an active and sophisticated practice, providing both local and nationwide representation to clients in a wide range of real estate transactions. This broad experience has provided the firm with a foundation that permits it to efficiently analyze and structure acquisitions, sales, exchanges, sale-leasebacks, partnerships and joint ventures with private equity and otherwise, leases, and management, development, and financing transactions.

The firm acts as counsel to developers, syndicators, investors, buyers, sellers, borrowers, lenders, landlords, tenants, and other real estate professionals.

In addition to the more typical areas of transactional real estate practice, the firm has significant experience in transactions involving mobile home parks, senior housing, health clubs, and low income housing. In the low income housing field in particular, the firm has worked extensively with rent subsidy and subsidized loans under the Sections 8, 221(d)(3), 221(d)(4), and 223(f) programs, including the real estate aspects of  syndication and re-syndication of such developments, as well as low-income housing tax credit transactions involving both preservation projects and new construction, and is experienced in representing both developers and investors.

In connection with large multi-state, multi-property mortgage financing transactions, the firm acts as special California counsel to borrowers and borrower-related entities in rendering mortgage enforceability opinions and advising them in matters concerning compliance with California law.

The Real Estate group works closely with the Taxation and Business Organizations groups in order to achieve our clients’ goals in a thorough and comprehensive manner. See the descriptions of these practice areas on their respective pages.

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Taxation

The firm’s tax lawyers are engaged in an extensive, diverse and sophisticated tax practice. They work closely with their partnership, corporate, real estate and finance counterparts and have expertise in structuring and documenting a wide range of business transactions.  Included among the many transactions on which they work are property acquisitions, exchanges (including for entities with multiple owners have different tax objectives), dispositions, leases and financings, as well as partnership, limited liability company and joint venture transactions, corporate mergers and acquisitions, and entity formations and liquidations.  Our tax lawyers primarily counsel and assist clients with respect to federal income tax matters, as well as California real property tax matters.

Our tax lawyers, in combination with and as part of our nonprofit organizations practice, also handle income tax and related matters pertaining to nonprofit organizations, including their formation, application for tax-exempt status, ongoing compliance, general maintenance and, when appropriate, their dissolution.  In addition, the tax group works together with the firm’s estate planning and wealth transfer practice group to address the many income and property tax issues that arise in connection with estate and gift tax planning.

The tax group’s strength, due to the many years of experience of its lawyers as tax practitioners, lies not only in its ability to identify and analyze tax issues of all kinds, ranging from the very basic to the extremely complex, but also then to judge the relative merits of available options and, as necessary, plan, design and structure a transaction or choose a path that is most suitable for the needs of the client.  A primary objective in each case is to seek a solution for the client that properly balances practicality with tax efficiency.

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