Declan McNulty

Experience*

Commercial

• Lead Advisor to a telecommunications company with a turnover of in excess of €40M on a €100M equity and loan investment in the company by an international investment fund; drafting and negotiation of share subscription agreement, shareholders agreement, loan facility agreement, fixed and floating debentures, executive employment contracts, share charges and ancillary agreements, liaising and coordinating with external tax and other professional advisors.
• Lead Advisor to the shareholders of an international lighting company with a turnover of in excess of €8M on the sale of the company for in excess of €16M to a US utility company; drafting and negotiating share purchase agreement, disclosure letters, executive employment contracts, escrow arrangements, and other ancillary agreements.
• Advisor to the majority shareholder of a medical devices company on the sale of the company for excess of €14M; negotiation and resolution of shareholder dispute, negotiation of share purchase agreement and ancillary agreements.
• Advising German investors in relation to a €2M investment into an Irish Solar Farm Project. Drafting and negotiation of subscription agreement, shareholder agreement and loan agreement.
• Drafting and negotiation of complex Framework Agreement and Project Contracts for an Irish logistical company with a major international German car manufacturer.
• Drafting and negotiation of complex Framework Agreement and Project Contracts for an Irish telecommunications company with a Network Software Vendor in relation to its core network.
• Advised a major utility services company on the exit of a founding shareholder and buy back of his shares.
• Advised a major utility services company on its shareholder governance agreements.
• Advised on, prosecuted, and defended High Court and Circuit Court cases brought against state bodies for breach of statutory obligations.
• Project Managed a team of solicitors in the rollout of the a 3G telecommunications network, expert knowledge of license agreements, inter operator agreements, agreements for the co-sharing of infrastructure facilities and all matters pertaining to the rollout of infrastructure network.
• Advised companies on employment law obligations, successfully defended and prosecuted employment law claims in various tribunals and the courts on behalf of both employers and employees.
• Managing extensive due diligence on commercial transactions including tracking and analysing critical legal and technical documentation.
• Drafting and negotiation of Heads of Terms/Letters of Intent, Due Diligence Questionnaires, Due Diligence Reports, NDA’s, Data Room Rules and Procedures, Share Subscription and Shareholder Agreements, Disclosure Letters, Loan Note Instruments, Finance Agreements and Service Level Agreements.
• Acted for a joint venture between Irish and International companies in the medical equipment sector and wind energy sectors.
• Advised clients in relation to directors’ liabilities and fiduciary duties and responsibilities, company law compliance.
• Advised in relation to shareholder disputes and corporate governance issues.
• Advising clients on all aspects of commercial and contract law. Negotiating and drafting commercial contracts, framework agreements, software agreements, website development agreements, commercial leases and licenses.

Litigation

• Advised clients involved in a high-profile statutory commission of investigation.
• Acted on behalf of a telecommunications provider in respect of a multimillion-euro dispute concerning alleged negligent misrepresentation, breach of contract, breach of warranty, and breach of collateral contracts.
• Acted for a number of aggregator companies in a High Court (Commercial) Court challenge to regulatory changes proposed by the Commission for Communications Regulation.
• Advised clients and conducted several litigation proceedings in the High Court (Commercial List) relation to several contentions matters, drafted pleadings, motions, and instructed counsel. Researched legal issues.
• Advised at District Court, Circuit Court, High Court, and Supreme Court level, in respect of proceedings. Acted on behalf of clients in defense and prosecution of numerous breach of contract proceedings.

Employment

• Drafted employment contracts from junior staff through to executive and non-executive directors.
• Advised clients on employment and unfair dismissal legislation, employment disputes, employment law procedures, and TUPE.

IP / GDPR

• Advised clients in relation to GDPR obligations and Data Subject Requests.
• Drafting and negotiation IP licence agreements, IP transfer Agreements, SasaS Agreements, and Software Agreements.

Property

• Drafted legal documents for acquisition and sale of residential and commercial property.
• Drafted and negotiated short & long term leases for commercial and residential lettings.

* The above experience was completed prior to joining Clark Hill.