The clause that looks minor until it is not.
Business counsel often focuses on whether a transaction can close. For an owner, the more consequential question is what happens afterward: who controls decisions, how money moves, and what becomes of the company when a relationship changes.
An ownership provision can collide with a family arrangement. A succession plan can rely on control that an operating agreement does not actually provide. Such tensions tend to surface at the least convenient moment.
Think beyond the immediate question.
Control
Voting, transfer, and exit terms should reflect how the business actually makes decisions.
Transactions
The economics of a deal should remain intelligible when interests diverge.
Continuity
A company’s plan must survive changes in leadership, family, and ownership.
Counsel shaped by what happens when plans are tested.
Nicholas has handled dozens of matters over more than a decade, including litigation in Washington’s superior courts, the Washington Court of Appeals, and the Washington Supreme Court. That experience informs agreements meant to work when interests no longer align.
He is also a software engineer who has passed the Fundamentals of Engineering (FE) exam. His work at Perkins Coie focused on technology and business law, and he taught courses on technology and law at the University of Washington. That combination helps him see how a company’s technical decisions may affect its contracts, control, and owners.