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John Dorsey is a corporate and commercial transactions lawyer who works directly with owners and management of owner-led and growth companies. His practice includes commercial agreements, SaaS and technology, M&A, financings, ownership and governance, data privacy and AI.

His clients are usually the smaller party at the table, though smaller is relative. They range from startups and privately held businesses to a company valued at more than $1 billion, along with the occasional executive negotiating his or her own compensation. What they often have in common is a counterparty with more leverage, more lawyers, and its own paper.

John has run his own practice since 2015, and he knows how larger companies and private equity funds negotiate because he spent the first eleven years of his career at a large law firm doing that work. He knows which terms actually move, which are worth pressing, and which to let go. His approach is practical and business-focused. The goal is not to win every point. It is to get the deal done cleanly, on reasonable terms that work for the client.

For many clients, John is the outside corporate lawyer they call first, working directly with owners and management, often for years, on commercial agreements, acquisitions, financings, ownership changes, governance, executive compensation and the other corporate issues that arise as the business grows. For others, he works alongside an existing in-house team on a particular transaction or commercial matter.

A substantial part of John’s practice is technology-focused. He regularly negotiates SaaS, software, platform and marketplace agreements, licensing arrangements, and contracts involving data and technology-driven business models. His work includes serving as outside counsel to SaaS and platform businesses, including a creator-commerce and affiliate-marketing platform valued at more than $1 billion.

John also advises clients on data privacy and on the legal and commercial issues arising from the use of AI, particularly in contracts involving data use, vendors, platforms, confidentiality, intellectual property and allocation of risk.

John runs a small practice by design and handles matters personally. He uses AI and other legal technology when it improves the work or makes it more efficient, without adding layers of lawyers between him and the client.

His broader practice includes acquisitions and sales of businesses, debt and equity financings, ownership restructurings, LLC and shareholder arrangements, and executive and equity compensation. His clients include companies in software and SaaS, technology, digital platforms, the creator economy, consumer products, health and wellness, entertainment, energy, manufacturing and services. He also advises Latin America-based companies and foreign law firms on U.S. legal matters, as well as individuals and families on private investments.

John is licensed in Washington and Texas. He practices from his office on Bainbridge Island, Washington, travels regularly to Austin, and speaks Spanish fluently, advising clients in Mexico and elsewhere in Latin America directly in Spanish.

John began practicing in 2004. Before starting his firm, he was a corporate partner and co-chair of the international practice group at Strasburger & Price, an Am Law 200 firm of approximately 200 lawyers that is now part of Clark Hill. He is also of counsel to Cain & Skarnulis PLLC in Austin.

John drafts and negotiates commercial agreements on a daily basis, including SaaS and master services agreements, platform terms, licensing, distribution, manufacturing, sponsorship, and creator and influencer agreements, much of it negotiated on the counterparty’s paper opposite major retailers and global brands.

John negotiates data processing addenda, security addenda, cross-border transfer terms, and AI terms as a regular part of his commercial practice, and advises clients on how U.S. state privacy laws and industry privacy frameworks apply to their products, data practices, and vendor relationships.

John advises buyers and sellers in private company transactions, including asset and equity purchases, court-supervised sales, and distressed acquisitions. In recent years he has assisted clients with acquisitions having a value of over $60 million.

John represents recording artists, their management companies, and celebrity-founded consumer brands in endorsement, collaboration, and licensing transactions, along with the agencies and funds that sit around talent.

John helps companies structure, negotiate, and issue securities in early-stage financings, including convertible debt, Safes, warrants, and preferred equity, and frequently represents LLCs in financing and other transactions with private equity funds.

John assists companies from onboarding through executive exits, including executive employment agreements, equity incentive plans, and bespoke phantom equity plans with the Section 409A analysis these arrangements require.

John has formed hundreds of corporations and limited liability companies in Delaware, Texas, and Washington, and restructures, merges, and converts existing entities, including dual-class and voting and non-voting equity structures.

Representing Clients Worldwide

USA
  • California
  • Colorado
  • District of Columbia
  • Florida
  • Illinois
  • Massachusetts
  • Michigan
  • New York
  • North Carolina
  • Ohio
  • Oregon
  • Texas
  • Washington
Mexico
  • Cancun
  • Mazatlan
  • Mexico City
  • Monterrey
  • Oaxaca
  • San Miguel de Allende
  • Torreon
Australia
  • Brisbane
  • Melbourne
  • Sydney
Brazil
  • Rio de Janeiro
  • Sao Paulo
Canada
  • Toronto
England
  • London
France
  • Paris
  • Toulouse
Iceland
  • Reykjavik
Japan
  • Tokyo
Nicaragua
  • Redonda Bay
Peru
  • Lima
Slovakia
  • Bratislava
South Korea
  • Seoul
Spain
  • Madrid
Venezuela
  • Caracas
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