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Strategic Business Lawyer, Technology Attorney and Mediator, with proven track record of achievement.  Extensive hands-on expertise in domestic and international commercial and financial transactions, commercialization of technology assets, corporate governance, securities and regulatory compliance.




GEFSKY AND LEHMAN, P.C., Pittsburgh, Pennsylvania 


+ Structured, negotiated and closed numerous multi-million dollar merger & acquisition transactions, including the sales of a medical outsourcing business, a steel processor and a foundry business


+ Other representative transactions include sales and purchases of several manufacturers, sale of a systems integrator to a publicly traded corporation and the transfer of a transportation business


+ Devised strategy for and implemented a hostile takeover of $15 million steel processing company, facilitating formation of an unprecedented investor/lender coalition


+ Represented the inventor of an internet search engine in IPO


+ Advised on a wide range of commercial and financial issues including capitalization, bank and equity financing, director and officer liability, intellectual property licensing, trade secret & intellectual property protection and commercialization, securities compliance and employee relations


+ Structured and negotiated various technology-based commercial transactions, including ASP, outsourcing, OEM, VAR, R&D collaboration, strategic alliance, co-promotion, joint marketing, NDA, LOI, MOU and other IP arrangements


+ Drafted website and e-commerce agreements for on-line and "bricks and mortar" companies, including click-wrap licenses, privacy and security policies, on-line sales agreements, terms and conditions of use, linking and framing agreements


+ Prepared and reviewed a broad range of licensing and related contracts including patent, copyright, know-how, multimedia and software licenses, software and website development agreements, maintenance and support agreements


+ Negotiated many other commercial and financial transactions including angel, Series A and later rounds of financing, sales agreements, technology transfer agreements, franchises and distributorships, equipment and real estate leases


+ Planned and documented numerous private securities offerings of common and preferred stock, limited partnership units and debentures


PPG INDUSTRIES, INC., Pittsburgh, Pennsylvania


+ Delivered timely and practical advice and service to senior executives regarding domestic and international business, securities compliance and corporate governance


+ Hired and coordinated the conduct of litigation and arbitration with outside counsel


+ Drafted 34 Act filings including SEC registration statements, stock exchange listing applications and proxy statements


+ Drafted the 1984 Stock Option Plan of the Company


+ Independently developed specialty practices in computer law, import, export and oil and gas law


+ Drafted and initiated use of a master purchase contract for computer hardware and software acquisitions


+ Wrote the Company personal computer security policy


+ Drafted an export controls awareness document for worldwide distribution.


+ Negotiated and drafted many other types of commercial contracts, including mergers, acquisitions, divestitures, strategic alliance, sales, purchasing, joint venture, tolling, lease, construction, agency and distributor agreements.


American Arbitration Association, Phoenix Arizona, 40 - Hour Basic Mediation Skills Certificate Training Program; October, 2005

University of Pittsburgh School of Law, Pittsburgh, Pennsylvania, Juris Doctor, Law Review, 1980

Princeton University, Princeton, New Jersey, B.A. Economics, 1976