Practice Groups

Community Banking

Foster Pepper LLP is a leading provider of legal services to community banks in the Pacific Northwest. We have assisted more than 40 community banks with their legal problems in recent years. Our extensive experience in representing community banks and our thorough understanding of the unique business issues of the banking industry are an indispensable resource for our clients.

Strategic Planning and Implementation — Growth strategies, capital formation, mergers, acquisitions, divestitures and takeover strategies and defenses.
Corporation Organization and Structure — De novo bank organization and bank holding company formations.
Regulatory and Securities Compliance — Regulatory approvals, periodic reporting, shareholder communications and insider trading policies.
Operations — Loan documentation, bankruptcy and creditors' rights, real estate and trust services.
Management and Personnel — Employment agreements, severance and non-competition agreements, stock option plans, stock purchase plans, management compensation, benefit plans and general employment issues.

Community Banking Attorneys

Business and Corporate Practice

General Business Representation — Assistance in determination of entity, general contract negotiations and drafting, sales and distribution agreements, employment agreements, compliance with organizational formalities.
Corporate Finance — Public offerings, private offerings, venture capital investments, securities law compliance, and advice to boards of directors.
Mergers and Acquisitions — The acquisition or disposition of public or private companies through mergers, stock transactions or asset purchase and sale agreements.
Executive Compensation — Drafting and structuring long-term employment contracts, preparation of incentive compensation programs, including incentive and nonqualified stock option plans, stock appreciation rights or "phantom stock" plans, performance share, stock grant or restricted stock plans, "golden parachute," "golden handcuff" and "tin parachute" arrangements, and ESOPs.
Intellectual Property Practice — Drafting and negotiating OEM agreements, development agreements, license agreements, international and national distribution agreements, joint venture agreements, systems integration and joint marketing arrangements, research and development agreements, beta agreements, end user licenses, multimedia content licenses, publishing agreements, escrow agreements, production agreements, and maintenance and technology support agreements.

Business and Corporate Attorneys

Real Estate and Land Use

Foster Pepper LLP maintains one of the broadest real estate practices in Oregon and throughout the Pacific Northwest. Because of our extensive experience in real estate transactions for every property type and at all levels of complexity, we provide you with track-proven professionals. Our lawyers provide solutions for real estate development, leasing and management, acquisition, disposition, financing, environmental and hazardous waste, construction, property taxation, forest products, zoning and land use. Our lawyers also provide counsel on how to structure your ownership entity, whether a partnership, limited liability company, or corporation and guide you through the labyrinth of tax and securities regulation. If projects go sideways, we can assist you through the minefields of loan workouts, bankruptcies, foreclosures, and litigation.

Our clients include international, national, regional and local developers and builders, corporations, individual and institutional investors and lenders. Our clients also include foreign investors seeking real estate investment opportunities in Oregon and throughout the greater Pacific Northwest.

Real Estate — Our experience covers the full spectrum of the real estate market. Our clients have been involved in all markets, from high- and mid-rise office buildings to corporate and industrial parks and shopping centers, from hotels, destination resorts and golf courses to arenas and stadiums, from single residential to multifamily projects and retirement facilities and from telecommunication facilities to overseas cables.
Land Use — To permit such a diverse set of real estate transactions, it may be necessary to overcome many land use hurdles. We have successfully secured all types of approvals and entitlements for our clients, including subdivisions, partitions, condominiums, rezonings, design review, street vacations, and water right permits.
Real Estate Finance — Most real estate is built with other people's money. Our lawyers represent both lenders and borrowers. We know what is possible in the lending arena. We can assist you in structuring your financing whether it is construction, mini-perm, take out, mezzanine and long term or bond financing.

Real Estate and Land Use Attorneys

Litigation

The firm handles a broad range of litigation in matters related to business, securities, real estate, construction, employment and bankruptcy. Our attorneys practice in state and federal trial and appellate courts, and have expertise in arbitration and mediation. In addition, our litigators routinely advise business lawyers and business clients on the best methods to structure and document transactions, both to avoid future litigation and to establish efficient dispute resolution procedures by agreement.

Our litigation clients have included manufacturers, financial institutions, real estate developers, property owners, public agencies, "high tech" companies, retailers, service companies, and a wide variety of other businesses.

Business, Corporate, and Securities Litigation — Representation of private and public business entities, as well as individuals, in matters involving breach of contract, fraud, securities law, unfair competition, interference with contracts and business relationships, partnership and shareholder disputes, officer/director liability, acquisition and sale of companies, dissolution of corporations, and state and federal RICO laws.
Employment Litigation/Employment Counseling — Representation of corporate and individual employers in wrongful termination, discrimination, and other employee disputes, and counseling employers as to all aspects of employee relations, including personnel policies, compliance with state and federal laws and regulations, and pre-termination issues.
Commercial Lease Litigation — Representation of property owners, retailers, and tenants in all aspects of commercial landlord/tenant relationships, including lease termination, unlawful detainer, rent disputes and eminent domain/bonus value disputes.
Real Property Litigation — Specific performance of purchase and sale agreements, quiet title actions, eminent domain proceedings, partition actions, adverse possession and prescriptive easements, broker commission disputes, and premises liability.
Financial Litigation — Representation of lenders and property owners in actions involving promissory notes, security instruments, judicial foreclosure, receiverships, and lender liability.
Construction Litigation — Representation of developers, property owners, manufacturers, and contractors in cases involving construction defects, construction contracts, mechanic's liens, stop notices, and design liability.

Litigation Attorneys

Cooperative Law

Foster Pepper LLP, one of the few experienced and established law firms practicing cooperative law in the Pacific Northwest, has organized and represents a range of agricultural, telecommunication, and non-agricultural supply cooperatives, including Oregon’s largest processing, marketing, and supply cooperatives. We also represent and counsel associations serving these cooperatives, such as the Agricultural Cooperative Council of Oregon.

Understanding the unique interplay of state and federal laws affecting cooperatives, the Cooperative Law Practice Group is able to advise clients on how to take full advantage of the benefits offered under those rules, including the Oregon Cooperative Corporation Act, which was drafted by an attorney practicing at a predecessor of Foster Pepper LLP.

In addition, attorneys work to maintain their comprehensive knowledge regarding the business and political climates affecting agricultural, non-agricultural supply and telecommunications industries.

General Business Representation – Assistance in determination of entity, general contract negotiations and drafting, sales and distribution agreements, employment agreements, compliance with organizational formalities.
Corporate Finance – Public offerings, private offerings, venture capital investments, securities law compliance, and advice to boards of directors.
Mergers and Acquisitions – The acquisition or disposition of public or private companies through mergers, stock transactions or asset purchase and sale agreements.