Outside General Counsel
Clara Duffield is a seasoned transactional lawyer, with significant experience acting as a trusted business advisor. Clara’s practice focuses on technology, intellectual property, corporate and vendor contracts, and commercial real estate. She represents hedge funds, technology companies, and financial services companies in a wide range of transactional matters, including business structuring, data and research purchases, vendor audits, hardware, software, and professional services purchases and sales, privacy and data security compliance, and commercial real estate acquisition, disposition, financing, and leasing.
After graduating from The University of Chicago Law School in 2002, Clara spent 8 years in private practice representing clients in complex commercial real estate, merger and acquisition, branding, and other transactional matters. For the subsequent 7 years, Clara worked as in-house counsel to a large financial services company, handling intellectual property, vendor contracts, technology, privacy, licensing, marketing, and otherwise supporting general operations. She started Duffield Law, P.C. in fall 2017 to offer high-quality, value-added legal services across a range of industries, at an affordable rate.
goodcounsel is a law practice of innovators for innovators. In a tradition-bound profession, we stand out by continuously seeking ways to deliver efficient, inventive, technology-enabled legal counsel to our entrepreneurial clients.
We represent privately-held companies of all sizes, from fledgling startups to established, profitable operating businesses. We also serve individuals occupying various roles across a variety of situations: from company co-founders starting a business, to investors funding one, to an executive wishing to arrange a smooth exit.
A lawyer by training and an innovator by temperament, goodcounsel’s principal, Ken Obel, came to understand the needs of growing businesses in the most direct way possible: by starting one himself. Having experienced the thrills and challenges of being an entrepreneur, and working in business and legal roles at other entrepreneurs’ companies for a decade after exiting his own startup, Ken developed a firsthand perspective and some strong opinions about how legal services could be delivered in a way that better fits the needs of the new enterprise.
goodcounsel’s investments in efficiency mean that for most matters, we prefer to handle client work on a fixed-fee basis, charging for the value of what we deliver instead of the time it takes us to deliver. We spend time up front to understand a prospective client’s requirements in detail, and then we commit to a price.
We look forward to learning how we can help your business.
Michelle is a founding member of G & G Law, LLC and practices transactional small business law. Michelle’s greatest strength as a lawyer is thoroughly listening to her clients to determine how best to address their legal needs. She works hard to pinpoint potential legal issues with her clients and address them before they turn into expensive and time-consuming legal disputes.
She has experience in a broad range of transactional business matters, including: business entity selection and formation; contract drafting, review and negotiation; employment law issues; trademarks and copyright; pre-litigation dispute resolution; investment agreements; employee stock option plans; website terms and conditions and privacy policies; among others.
Many of Michelle’s clients find her outside general counsel package especially beneficial. With this package, Michelle is able to provide ongoing legal counsel and support for a flat fee each month. She is readily accessible to her clients for advice on legal issues that may come up while also reviewing, drafting, and updating legal documents and policies to ensure compliance and protect against potential legal liabilities.
Michelle graduated, cum laude, from Chicago-Kent College of Law. She easily relates to her clients as a business owner herself. In addition to founding her law practice, she is also a founder and part-owner of a test preparation tutoring business, Next Step Test Preparation LLC. Her practice, G & G Law, is in the Ravenswood neighborhood in Chicago.
You can learn more about Michelle and her practice at http://www.gglawoffices.com/.
- Incorporate and organize start-ups in Illinois and Delaware; including filings with the secretary of state and drafting ownership agreements
- Handling the trademark application and approval process, including reviewing likelihood of success, filing, and responding to Office Actions from the US Patent & Trademark Office
- Client agreements, such as consulting agreements, master services agreements, and non-disclosure agreements
- Drafting, reviewing, and negotiating leases
- Employment matters, such as hiring processes, termination, non-compete agreements, discrimination and harassment policies, and overall reviews of employment practices to ensure compliance
- Handling business purchases, including negotiations, contract drafting and review, filing the necessary documents with the city and state, and providing other helpful information
- Drafting and reviewing terms & conditions and privacy policies for websites
Bar and Court Admissions
- Illinois Supreme Court
- Chicago-Kent College of Law, cum laude
- Michigan State University
Tammi’s practice focuses on commercial and technology-based matters, including: business organization; debt and equity financings, venture capital and other private placements; licensing, leasing, distribution, marketing, sales and service transactions, OEM transactions and joint ventures; and online privacy issues.
She advises software, leasing, consulting, marketing, communication and other emerging and established technology and digital media companies.
She has sector experience in: telecommunications, wireless and Wi-Fi; software as a service (SaaS); business continuity, equipment leasing, consumer electronics, advertising, mobile marketing, communications, art and entertainment law.
She taught a course on communication law at DePaul University in the Public Relations and Advertising Graduate Program. She founded and co-chaired the Illinois Technology Association’s Women’s Round Table. Tammi is a board member of Woman Made Gallery and a regular volunteer for Lawyers for the Creative Arts.
- Incorporate startup in DE: prepare & file Certificate of Incorporation; prepare & file Form SS-4 Employer Identification Number; prepare Bylaws; prepare Organizational Board & Shareholder Minutes; prepare & file qualification to do business as foreign corporation; organize corporate minute book; prepare & issue Founder’s stock certificates; and prepare Stock Option Plan & Option Agreements.
- Converted partnership to LLC. Drafted operating agreement for LLC. Drafted partnership conversion agreement. Prepared conversion filing for Illinois Secretary of State.
- Reviewed script and agreement with Los Angeles commercial production house for creation of video advertisement to be distributed via broadcast and internet.
- Reviewed advertising copy for intellectual property issues and false advertising claims.
- Prepared convertible note, note purchase agreement and term sheet for bridge financing.
- Prepared stock purchase agreement, shareholder agreement, promissory note and warrant for first outside investor in technology company.
Bar and Court Admissions
- Illinois Supreme Court
- Loyola University of Chicago, School of Law, J.D., 1985
- Co-Editor, Blackacre, School of Law Student Newspaper
- Indiana University, Bloomington, B.A., English Literature, 1982
- Executive Board, Student Alumni Council
- Speaker: 1871 – Protecting Your Early Stage Business
- Speaker: Tech Week – Mobilize for Mobile Marketing
- Panel Speaker Bricks + Mobile Conference: Privacy and Security Issues
- ITA Mobile Roundtable Presenter: 10 Legal Mistakes that Can Destroy a Mobile Marketing Campaign
- Speaker: Entrepreneurs Unplugged Fall Startup Law Summit
Rebecca practices transactional small business law, and has worked with clients in a broad range of transactional business matters. Rebecca enjoys hearing about her clients business ideas and helping them achieve their goals. Her firm often develops ongoing relationships with clients and serves as outside general counsel, helping them with a wide variety of transactional business matters. Rebecca has experience with business entity selection, formation, and maintenance; shareholder agreements; employment law issues; contract drafting, review, and negotiation; trademarks and copyright; leases; website terms and conditions; privacy policies; and more.
In law school, Rebecca was the Executive Notes & Comments Editor on the Chicago-Kent Law Review, and her article “Hidden Home Videos: Surreptitious Video Surveillance in Divorce” was published in the Chicago-Kent Law Review Journal in January, 2014. She was also active in many student organizations, including Women in Law and the Student Humanitarian Network, a group that volunteered at legal clinics in New Orleans during school breaks.
Rebecca is a member of the Chicago Bar Association and Dupage County Bar Association.
You can learn more about Rebecca at http://www.gglawoffices.com/.
- Assisted over 50 clients in choosing a business entity, forming the business entity, and providing information regarding operation and maintenance of the business entity;
- Drafted employee handbooks, offer letters, sexual harassment policies, employee dating policies, severance agreements, confidentiality agreements, non-competes, and independent contractor agreements;
- Drafted business sales agreements, loan agreements, consulting agreements, affiliate contracts, interior design contracts, and various other agreements;
- Reviewed numerous documents for clients, such as leases, stock option plans, profit share agreements, broker agreements, and various others; and
- Advised on several procedures, such as employment termination, employee hiring, changing business addresses, and removing shareholders.
Bar and Court Admissions
- Illinois Supreme Court
- Chicago-Kent College of Law, 2014, magna cum laude
- University of Illinois at Champaign-Urbana, 2011, Phi Beta Kappa, summa cum laude
- Elected Order of the Coif by vote of the Chicago-Kent faculty based on exceptional academic performance while in law school
- Bar & Gavel Inductee for outstanding service to the law school, the community, and the legal profession
- CALI awards in law school for the highest grade in Criminal Law, Contracts, Employment Relationships, and Legal Rights of Children
Andrew is the managing attorney of our Illinois offices. Andrew is a business lawyer with diverse experience. Andrew represents, counsels and advises clients across numerous industries on general business and litigation matters. In addition, Andrew works with franchisors and franchisees on franchise-related matters including the preparation and review of franchise disclosure documents, franchise agreements, area development agreements and similar documents.
In connection with his franchise law practice, Andrew represents franchisors and franchisees in litigation and arbitration actions involving breach of contract, fraud, unfair competition, trademark infringement and trade secret claims. His practice also includes dealing with franchisee termination issues and the enforcement of post-termination covenants.
Andrew is also experienced in litigation involving shareholders, officers, directors, managers and members of closely held corporations and limited liability companies. He has successfully represented clients in actions for oppression, forced buyouts for “fair value,” dissolution, as well as shareholder derivative claims for damages for breach of fiduciary duty and corporate waste.
Since 1998, Andrew has also represented clients in general commercial and civil litigation matters. Andrew has litigated complex class action lawsuits and has significant experience utilizing various methods of alternative dispute resolution. What’s more, he has extensive experience litigating restrictive covenant, fraud, consumer protection, product liability, personal injury, negligence and professional negligence matters.
Andrew represents clients in state and federal trial and appellate courts across the country and alternative dispute resolution forums throughout the United States and is continually involved in all stages of the litigation process, including motion practice, discovery, settlement negotiations and trial. Andrew is a member of the bar of the Illinois Supreme Court as well as the Court of Appeals for the Seventh and Ninth Circuit, the Northern District of Illinois, the District of Colorado and the Eastern District of Wisconsin.
Previously, Andrew worked as an attorney in the Chicago office of DLA Piper US LLP and with a spinoff franchise law boutique firm in Chicago. Andrew graduated with honors from Chicago-Kent College of Law at the Illinois Institute of Technology and received his Bachelor of Arts in English from The University of Texas at Austin.
Andrew was selected to Illinois Rising Stars 2012 by SuperLawyers in 2012 and Illinois Rising Stars 2013 by SuperLawyers in 2013.
In 2014, Andrew was named as a “Legal Eagle” by Franchise Times recognizing the top, best in class lawyers in franchising.
Andrew is a member of the American Bar Association, the Illinois State Bar Association and the Small Business Advocacy Council.
Constance has experience working with businesses from formation and pre-formation issues to succession planning for family businesses, and has a special passion for assisting local entrepreneurs, who often have concerns that touch several areas of law. Perhaps this is because Constance has been an entrepreneur, beginning when she partially paid for her study abroad in college by catering, baking and party planning; later upgrading forming and participating in real estate joint ventures and in related industries. Constance serves as “of counsel” and advices businesses clients on concerns with formation; financing; contract drafting and negotiation in sales, employment, distribution agreements and other business concerns; international trade (import and export); copyright, trademark protection and defense; and business related real estate issues. Constance provides guidance on fiduciary concerns, obligations and liability as well. During law school, Constance worked in Germany for a global corporate immigration firm and has experience in executive and professional visas to and from Europe and Asia. A trained mediator, Constance mediates both formally, such as for wage disputes, but also informally when concerns arise, neutralizing conflicts.
Constance has over a decade of experience in the real estate sector, primarily with development enterprises, land use/zoning, and matters arising from financing.
Bar and Court Admissions
- Illinois Supreme Court
- Northern District of Illinois
Pro Bono Services:
- Chicago Legal Clinic
- Chicago Bar Association
- Episcopal Lawyers Volunteer Network
- Lawyers for the Creative Arts.