Dana F. Murphy
Senior Counsel, Dallas
Practice Areas
Biography
Dana F. Murphy is an attorney in Jackson Walkerâs Dallas office with a broad-based transactional practice focused on mergers, acquisitions, divestitures, corporate governance, and commercial contracts.
Danaâs work includes entity formation and structuring, mergers and acquisitions, and drafting and negotiating loan instruments, master services agreements, confidentiality and non-disclosure agreements, and real property transfer documentation.
Prior to joining Jackson Walker, Dana served as general counsel for a medical device manufacturer, where she advised the board of directors and senior management on the practical implications of legal issues on the business.
Representing an array of industries and sectors, Danaâs clientele includes high-net worth individuals, family-owned businesses, publicly traded entities, and private equity and operational investors.
Education
B.A., summa cum laude, University of Mississippi
- Phi Beta Kappa
J.D., with honors, The University of Texas School of Law
Bar Admissions
Texas
Mergers & Acquisitions
- Lead attorney representing industry buyer in $17 million purchase of limited partnership with portfolio of commercial and residential real properties
- Primary drafter representing seller in $28 million stock and asset sale of industrial gas business
- Primary drafter representing seller in $19 million stock sale of car dealership
- Lead attorney representing alumni foundation of Texas public university merging into primary university foundation
- Represented a leading modular building and portable storage provider in the Western U.S. in the sale of substantially all assets for a purchase price of $260 million.
Commercial Corporate
- Routinely counsel senior management and sales team members on implications of various contract terms and provisions
- Regularly advise clients on the legal and practical ramifications of day to day business issues and disputes as they arise
- Prepare demand letters in connection with disputes and draft settlement agreements in resolution of business disputes, including litigation
- Prepared library of standard form contracts for Houston based fuel distributor, including various fuel purchase and sale agreements and credit and security agreements
- The Best Lawyers in America (Woodward/White Inc.), Corporate Law, 2021
- Top Lawyer, Mergers & Acquisitions, H Texas Magazine, 2013-2018
- Texas Bar Foundation, Life Fellow
CLE Presentations
- Business Entities 101;
- Corporate Entity Considerations for Non-Corporate Attorneys;
- Basics of Series LLCs;
- 2012 Legislation affecting Homeownerâs Associations; and
- Texas Franchise Tax and Choice of Entity
- State Bar of Texas, Business Law Section, Member
- Texas Bar Foundation, Life Fellow
- Ascension Episcopal School (Houston), Former President and Board Member
August 1, 2022
Newsletters
JW Diversity & Inclusion Newsletter â August 2022
View Jackson Walker’s August 2022 Diversity & Inclusion Newsletter, Perspectives.
August 20, 2020
Attorney News
âThe Best Lawyers in Americaâ Honors 164 Jackson Walker Attorneys in 2021 Edition, Including 9 âLawyers of the Yearâ and 25 “Ones to Watch”
Jackson Walker congratulates the 164 attorneys who were selected by their peers as Best Lawyers, including 9 Lawyers of the Year and 25 Ones to Watch, across 6 offices and 66 specialty practice areas.
January 28, 2020
Attorney News
Jackson Walker Expands Real Estate and Transactional Practices With Addition of Joe Flack, David Parker, John Wittenberg, and Dana Murphy
During the month of January, Jackson Walker proudly welcomed Joe Flack, David Parker, and John Wittenberg as partners in the Houston and San Antonio offices. In addition, the Firm added Dana Murphy as senior counsel in the Dallas office.
Mergers & Acquisitions
- Draft, negotiate and close stock and asset acquisition and sale transactions for clients in various industries, including preparation of asset purchase agreements, stock purchase agreements, financing and security documents, non-competition and confidentiality agreements, and related closing documents
- Analyze impacts of representations and warranties and indemnification provisions in transactions and negotiate solutions to deal with such impacts
- Draft promissory notes, deeds of trust, security agreements, and guaranties in connection with stock, asset and real estate purchase and sale transactions
- Perform legal due diligence for purchasers and prepare disclosure schedules for sellers in connection with transactions
Corporate Governance
- Form, maintain, and dissolve privately held business entities in various United States jurisdictions, including Texas, Delaware, and Nevada
- Draft organizational and governing documents, including company agreements, partnership agreements, joint venture agreements, bylaws, and buy-sell agreements, for newly-formed and existing joint ventures and business entities
- Advise clients regarding entity type and governance structures for each particular business
- Draft stock option and phantom stock agreements for key employees
- Assist clients with business reinstatement following failure to file franchise tax returns
- Prepare legal opinions regarding corporate status for various clients
Commercial Corporate
- Draft and negotiate master services agreements for clients in various business sectors, including midstream oil and gas
- Draft and negotiate non-disclosure and confidentiality agreements
- Draft commercial contracts for clients in various business sectors, including terminal services agreements, licenses, equipment leases, independent contractor agreements, and sales and services agreements
- Perform analysis of consequences of limitation of liability and indemnity clauses and draft such clauses in commercial contracts
Practice Experience
Mergers & Acquisitions
- Lead attorney representing industry buyer in $17 million purchase of limited partnership with portfolio of commercial and residential real properties
- Primary drafter representing seller in $28 million stock and asset sale of industrial gas business
- Primary drafter representing seller in $19 million stock sale of car dealership
- Lead attorney representing alumni foundation of Texas public university merging into primary university foundation
- Represented a leading modular building and portable storage provider in the Western U.S. in the sale of substantially all assets for a purchase price of $260 million.
Commercial Corporate
- Routinely counsel senior management and sales team members on implications of various contract terms and provisions
- Regularly advise clients on the legal and practical ramifications of day to day business issues and disputes as they arise
- Prepare demand letters in connection with disputes and draft settlement agreements in resolution of business disputes, including litigation
- Prepared library of standard form contracts for Houston based fuel distributor, including various fuel purchase and sale agreements and credit and security agreements
Recognition & Accolades
- The Best Lawyers in America (Woodward/White Inc.), Corporate Law, 2021
- Top Lawyer, Mergers & Acquisitions, H Texas Magazine, 2013-2018
- Texas Bar Foundation, Life Fellow
Publications & Speeches
CLE Presentations
- Business Entities 101;
- Corporate Entity Considerations for Non-Corporate Attorneys;
- Basics of Series LLCs;
- 2012 Legislation affecting Homeownerâs Associations; and
- Texas Franchise Tax and Choice of Entity
Community Involvement
- State Bar of Texas, Business Law Section, Member
- Texas Bar Foundation, Life Fellow
- Ascension Episcopal School (Houston), Former President and Board Member
Areas of Focus
Mergers & Acquisitions
- Draft, negotiate and close stock and asset acquisition and sale transactions for clients in various industries, including preparation of asset purchase agreements, stock purchase agreements, financing and security documents, non-competition and confidentiality agreements, and related closing documents
- Analyze impacts of representations and warranties and indemnification provisions in transactions and negotiate solutions to deal with such impacts
- Draft promissory notes, deeds of trust, security agreements, and guaranties in connection with stock, asset and real estate purchase and sale transactions
- Perform legal due diligence for purchasers and prepare disclosure schedules for sellers in connection with transactions
Corporate Governance
- Form, maintain, and dissolve privately held business entities in various United States jurisdictions, including Texas, Delaware, and Nevada
- Draft organizational and governing documents, including company agreements, partnership agreements, joint venture agreements, bylaws, and buy-sell agreements, for newly-formed and existing joint ventures and business entities
- Advise clients regarding entity type and governance structures for each particular business
- Draft stock option and phantom stock agreements for key employees
- Assist clients with business reinstatement following failure to file franchise tax returns
- Prepare legal opinions regarding corporate status for various clients
Commercial Corporate
- Draft and negotiate master services agreements for clients in various business sectors, including midstream oil and gas
- Draft and negotiate non-disclosure and confidentiality agreements
- Draft commercial contracts for clients in various business sectors, including terminal services agreements, licenses, equipment leases, independent contractor agreements, and sales and services agreements
- Perform analysis of consequences of limitation of liability and indemnity clauses and draft such clauses in commercial contracts