Kennedy Brooks 160 connections

VP/General Counsel and Secretary for Seattle-based Web 2.0/SaaS developer and marketplace services provider (OTCBB: ETLO). Led closing of Reverse Merger ($13M) and multiple PIPE financings ($15M). Designed SaaS distribution documentation. Manage SEC compliance and Board committee activities. Support Sales, Product Dev, Marketing and Finance/HR, including major restructuring in Q408.

Legal & Business Advisor in technology-based industries: assist management and Boards to evaluate markets, develop & execute business plans, raise capital, design & implement corporate structures and internal policies, and negotiate & close transactions (including licensing & M&A) to structure/restructure/grow businesses. Arbitrator & Mediator of Technology and Franchise disputes. Major projects include:

• SafeMed, Inc.: designed negotiated & closed strategic partner agreements for initial product rollout in multiple channels; closed multiple financing rounds and performed diligence for first institutional round for healthcare IT developer
• Sonic Focus, Inc.: negotiated & closed multi-year licenses with Intel and other global technology providers for developer of digital audio software [Acquired by ARC International 2/08]
• Unicess Networks, Inc.: COO for US/Korea DSL Telecom Equipment startup: negotiated & closed US & Korea VC investments and offshore manufacturing and distribution agreements before Company ceased operations

Member of new mangaement team for restart of leading online wine merchant: raised capital, grew revenues 500%, and delivered 5 successive quarters of growth on Plan through Q300. Led global expansion and negotiated [& closed] acquisitions in Germany [$7M], UK [$40M], France, and Spain

Co-founder of SME supply chain software developer and solutions provider. Active in all phases of startup: developed strategic vision, business plan and financial model; recruited management team and Board; negotiated and closed multiple rounds of Angel and VC financing ($13M). Subsequently Gartner ‘Top 30 Supply Chain Company’ and IDC ‘Top Services Integrator’ with 3 US patents for Remote Integrator™ software.

VP/GC of pioneer Internet professional services firm. Worked closely with Founders from inception to design, implement, and manage sales, support, and administration functions for rapidly growing pre-IPO organization. [12/97 IPO – NASDAQ – USWB]. Assisted Operations group to establish 50 franchised US locations within initial 12 months. Negotiated and performed due diligence for 9 US acquisitions within 6 months.

Developed and maintained domestic and international client relationships in technology and distribution -related industries, providing strategic, results-oriented legal counsel and handling broad range of transactional, regulatory, and compliance issues. Performed due diligence, negotiated and closed numerous financings, acquisitions, and other transactions. Designed and implemented new distribution channels for pioneers in electronic travel services and electronic mortgage brokerage services. Designed distribution channels for US-based computer products manufacturers and distributors to avoid impact of domestic and international franchise laws.

Managing Attorney for Computerland Corporation’s proprietary law firm, acting as primary outside counsel for worldwide activities of #1 computer retail franchisor & distributor (~800 stores worldwide). Firm Liaison to Board & Senior Management.

U.S. Managing Director for France-based strategic consulting firm, providing services to high-tech and distribution companies relating to impact and opportunities of EU “1992” regulations.

VP/Corporate Counsel for #2 computer products reseller and distributor (affiliate of Olivetti SpA) that grew revenues 440% in FY86, with the number of US franchisees increasing 280% in the period. Designed & negotiated new forms of distribution agreements with PC systems manufacturers. Negotiated & closed agreements for expansion into Canada, Italy, France, Germany, UK, & Japan.