Practice makes perfect.
It's no secret that our attorneys and staff have experience in a mulititude of areas. We strive to provide our clients with experts in their issues, and if we can't we'll find someone that will.
Business & Commercial Litigation
Effective dispute resolution is the product of experience, careful strategy, thorough preparation, and forceful advocacy. Whether through negotiation, arbitration, mediation, or litigation, the firm represents businesses and individuals in matters arising in every area of practice.
Examples: We have acted as lead counsel in a wide variety of business disputes from a trade secrets case in federal court in Southern District of Louisiana to a gas contract dispute in federal court in Colorado. We have tried cases lasting several weeks; such as a lawsuit involving allegedly defective co-generation equipment and another involving the termination of an after-market auto air conditioning dealership and, as is customary in business litigation, we have settled many disputes even before mediation. We have engaged in a one-week natural gas price arbitration proceeding in Albuquerque, New Mexico. We have filed condemnation proceedings on behalf of a Texas County and, on the other hand, we have defended landowners whose property has been sought through eminent domain.
Corporate & General Business
Miller Mentzer Walker, P.C. assists well-established and start-up corporations, partnerships, individual proprietorships, and other entities in the organization, financing, governing, and operation of their enterprises. We advise and represent businesses in a broad range of commercial transactions, domestic as well as international. The firm counsels clients in the negotiation and documentation of business mergers, acquisitions and dispositions.
Examples: We have provided counsel in connection with the sale of equity in established businesses, a series of acquisitions and mergers resulting in a consolidated entity with revenues in excess of $50 million, the $20 million acquisition of a Colorado corporation by a Texas corporation, the purchase for $17 million of a Louisiana corporation by a Nevada corporation, the conversion of corporations into limited liability companies or vice versa, the determination of the most effective form of entity for particular business operations, the negotiation and documentation of various contractual arrangements such as equipment sales agreements, contracts for the sale or purchase of real estate, distributorship agreements, management and operating agreements, terms and conditions for sales, contracts for construction of commercial buildings and many other business transactions.
The firm's practice in this area focuses on business reorganization and other bankruptcy matters under the Federal Bankruptcy Code, out-of-court repayment plans and business restructuring, receiverships, financing of debt, collection work and related litigation. We have represented local and out-of-state banks and lending institutions, bankruptcy trustees, sellers, borrowers, and other concerned with financially-troubled enterprises.
Examples: We regularly utilize the electronic filing system of the bankruptcy courts to file proofs of claim, motions to lift stay to foreclose security interests and other pleadings generally required by creditors. We have filed injunctions to preserve collateral and halt a debtor's interference in repossession by the creditor and to prevent a municipality from designing its specifications for fire hydrants in a way which would exclude all but one manufacturer. We have foreclosed on real estate and personal property used as collateral and filed lawsuits to collect accounts receivable, matured loans and unpaid contractual obligations.
In addition to counsel in other practice areas, Miller Mentzer Walker provides its financial institution clients with services which include loan documentation, defense against lender liability claims, suits against borrowers and guarantors, realization on collateral, workouts, and resolution of priority disputes among lenders. Conversely, we represent borrowers in negotiating new loan facilities and renewing or extending existing arrangements.
Examples: We have represented lenders in structuring and documenting hundreds of arrangements based on receivables, equipment, inventory or real estate. We have represented borrowers in loan transactions ranging from owner-financed leveraged buy-outs to several hundred million dollar loan syndications. We have acted as general counsel in connection with the issuance and sale of over $40 million of revenue bonds.
Oil & Gas
We provide oil and gas clients with a range of services in the area of natural resources law including lease negotiations, assignments of interest, purchases and dispositions of oil and gas properties, operating agreements, farm-out and farm-in agreements, gas purchase and transportation contracts, gas balancing arrangements, and related matters. We also represent clients in the many facets of oil and gas litigation and arbitration.
Examples: We have represented the seller in a $115 million sale of gas reserves, producing properties, pipelines and production facilities and an $87 million acquisition of gas reserves, contracts, and production facilities in Texas. We have drafted (and litigated) gas contract purchase agreements and been responsible for negotiating and documenting agreements to develop gas gathering systems, and leases, farmouts, joint operating agreements and joint venture agreements involving substantial oil or gas properties.
In today's highly regulated business environment, Miller Mentzer Walker provides advice and representation, involving both compliance and contested administrative proceedings, in connection with a broad range of federal and state regulatory agencies.
Examples: We have represented landowners before the Texas Public Utility Commission contesting the route for electrical transmission lines, resulting in re-routing the lines to avoid the client's property. We have represented a water supply corporation in regulatory disputes before the Texas Commission on Environmental Quality involving tariff and fees, in establishing a CCN, and in converting to a special utility district. We have represented clients in proceedings before state regulatory agencies dealing with alleged clean air or emission violations.
Employment & Labor
Miller Mentzer Walker advises its clients on all aspects of the employment relationship from interviewing and application procedures through termination of employment. Miller Mentzer Walker represents its clients in Department of Labor audits. OSHA investigations, TWC hearings, and all types of employment litigation.
Examples: We have negotiated and drafted employment agreements, separation or severance agreements, change of control agreements and long term incentive plans. We prepare or review and revise policy and employee manuals, corporate codes of conduct and similar documents. We have defended discrimination and sexual harassment claims at the agency level and after suit.
Wills, Estate Planning and Probate
Our estate planning, probate and trust practice involves planning and preparation of wills, trusts and related instruments for large and small estates, advising executors and trustees with respect to probate proceedings, and representing parties in related litigation.
Examples: We regularly draft wills, powers of attorney, health care powers of attorney, directives to physicians (living wills), and appointments of guardians. In substantial estates, we retain and oversee the work of specialists - for instance in the formation and use of family limited partnerships utilized to minimize estate taxes.We have represented a widow in a lawsuit by her stepson contesting her deceased husband's will, and defended the claim by heirs of a deceased who were disputing capacity with respect to payable-on-death joint accounts.