Author: SGR

About SGR

    SGRV attorney Stanley P. Jaskiewicz has been appointed to serve on the American Bar Association’s Voice of Experience Board for the 2021-22 bar year.

    Voice of Experience (VOE) is the Senior Lawyers Division’s monthly e-newsletter. Each issue covers a broad range of topic areas, such as lifestyle, physical and mental health, financial well-being, practice management, technology, and more.

    Jaskiewicz’s appointment arose from a response he sent regarding a request for an article to be featured in Experience, the official publication of the ABA Senior Lawyers Division.

    The magazine’s main audience is senior attorneys specializing in any area of law. It publishes articles on topics of interest for these lawyers, along with those related to business planning and management, politics, history, culture, travel, health, and the arts. Each article offers practical advice to lawyers later in their careers or those who’ve retired or are semi-retired.

    Jaskiewicz’s submission will be featured in Experience’s October/November 2021 issue, focusing on the legal profession and lawyers post pandemic. The article will address what has changed in the profession, and how senior lawyers have been personally shaped by the experience.

    In addition to his appointment, Jaskiewicz was invited to participate in the ABA’s collection of 10 open committees.

    As a Member in the Corporate Law Department, Stanley P. Jaskiewicz assists and advises privately-held and family-held businesses on a wide range of legal matters, including contracts law, secured lending and negotiated acquisitions, Internet and technology law, business matters arising in the practice of medicine, corporate governance, intellectual property, regulatory counseling, fine arts law and foreign law. Mr. Jaskiewicz was elected by his peers as a Pennsylvania Super Lawyer for 16 consecutive years, 2006 through 2021, in the practice areas of Corporate/Securities Law, Closely Held Businesses and Mergers and Acquisitions. He has also received an AV Preeminent rating by Martindale-Hubbell, the highest rating.

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters. The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals. Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    Judge Poslusny of the Bankruptcy Court for the District of New Jersey recently issued an opinion wherein he held that a Debtor may cure post-petition arrears in a modified Chapter 13 Plan as long as all other provisions of the Bankruptcy Code are met. Consistent with Section 1325, the Court held that the Amended Chapter 13 Plan was feasible and that the Debtor was able to make her newly proposed payments within the modified Chapter 13 Plan.
     
    Briefly, Debtor’s original Chapter 13 Plan was confirmed and she was making timely payments thereunder. Debtor was paying her pre-petition mortgage arrears within the Plan and post-petition mortgage payments outside of the Plan.  She then defaulted on her post-petition mortgage payments and the Lender filed a motion for relief from the automatic stay, which the parties resolved. Thereafter, Debtor again defaulted on her mortgage payments and a certification of default was filed by the Lender seeking relief from the stay provisions of 11 USC Section 363. That too was resolved. Upon the third post-confirmation default, the Lender again proceeded to seek relief. It should be noted that the defaults were mainly caused by Debtor’s husband’s unemployment and the economic ramifications of this circumstance on the family and related COVID-19 hurdles. Debtor filed a response to Lender’s relief motion incorporating these circumstances and asserted that she intended to make not only her pre-petition but also post-petition mortgage payments under a Modified Chapter 13 Plan seeking to incorporate the post-petition mortgage arrears in the Plan and extend the length of the Plan to 73 months.
     
    The Court addressed whether the requirements of Sections 1322(b)(5), 1325 and 1329(a) of the Bankruptcy Code were met. The Court, noting a split in the Circuits on this issue, found that Section 1322 allows for the curing post-petition arrears within a Plan. Further, the Court considered the terms of the CARES Act of 2020, which allows debtors who experience a “material hardship due, directly or indirectly” from COVID-19 to extend the length of a Chapter 13 Plan to up to 84 months. Here, Debtor met her burden to show her financial hardship and that the requested increase to a total of 73 months for the plan payments was within the purview of the CARES Act and was reasonable. In so finding, the Court determined that the Amended Chapter 13 Plan complied with the requirements of good faith, feasibility and reasonableness. Therefore, the Court confirmed the modified Chapter 13 Plan and denied the Lender’s motion for relief from the stay.
     
    I highly recommend reading this opinion (In Re Catherine E. Smith, BKY. Case No. 18-2383 – docket # 59) for the Court’s thoughtful analysis of this issue.

    To discuss this and other issues involving creditors rights and bankruptcy, please contact Leslie Beth Baskin at 215-241-8926 or lbaskin@sgrvlaw.com.

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    Despite our progress on reducing infections and deaths from COVID-19, we still seem stuck with one aspect of the Pandemic: ever changing rules. (I wrote about 2020’s challenges at https://www.sgrvlaw.com/the-paycheck-protection-program-what-a-long-strange-trip-its-been/.)

    In today’s race to “get back to normal”, however, businesses again face the same frenetic pace of change – but now at the same time as they try to recover from the shutdown. In recent days, businesses and nonprofits had to digest new rules for schools (https://www.cdc.gov/coronavirus/2019-ncov/community/schools-childcare/index.html), employee safety (Federal Register :: Occupational Exposure to COVID-19; Emergency Temporary Standard), and, of course, the ever-changing mask mandates (Pennsylvania’s universal mask mandate lifts Monday, but businesses can still require them – Philadelphia Business Journal (bizjournals.com)), all in real time – and the list could go on.

    Businesses must also balance whether it is worth trying to get any of the massive amount of relief money that is still available (Small-business COVID-19 stimulus funds: What’s still available? (inquirer.com)), against the risk of criminal prosecution if the funds may later be deemed not “necessary”, with 20 – 20 hindsight.

    (That choice just became easier with the Small Business Administration’s abandonment of its “loan necessity” questionnaire.  SBA officially drops PPP Loan Necessity Questionnaire requirement – Journal of Accountancy)

    But all this talk about “normal” seems more than a bit surreal. After all, the virus is still here.  It is even surging in some parts of the country. People are still getting sick – and dying. Businesses must still devote time to try to keep up with all the rule changes. If all those burdens were not enough, PPP loan forgiveness deadlines are looming, albeit with promises of even easier procedures. SBA preps new PPP loan forgiveness portal for small businesses – Philadelphia Business Journal (bizjournals.com)

    Unlike in 2020, however, at a personal level we now have safe and effective vaccines to protect us – for those who choose to be vaccinated. Some are skeptical about their safety, and prefer to “wait and see” – or even to risk avoiding vaccination totally.  Moreover, many are not yet eligible for a shot.  Children, in particular, and those with compromised immunity (such as transplant recipients) remain at risk. (The tests leading to the vaccines’ approval did not include children, although trials are ongoing.)

    From an even broader perspective, there are not enough doses for much of the world. Calls for booster shots seem like first world privilege (https://en.wikipedia.org/wiki/First_World_privilege) to those who are still waiting for their first or second shot. And the vaccinated in the first world should care about this – quite a lot, actually. The virus doesn’t care where a potential victim lives.  A mutation in an unvaccinated person in Africa or South America could lead to an infection in the US or Europe that mutates to bypass the vaccines’ protection.

    In short, according to Yale infectious disease physician Dr. Jaimie Meyer:

    Even though we very much want this pandemic to be over … the fact that some people, including children, aren’t vaccinated means we’re still vulnerable. … While it might be exhausting to continue to take precautions, especially for unvaccinated kids, that becomes increasingly important.

    Looking ahead, therefore, businesses’ desire to be done with virus and virus precautions, and get back to business – will not simply “make it so”, despite all our progress so far (with apologies to Captain Jean-Luc Picard). Although skipping protections – eating out without a mask, or attending a concert – may be less risky today than it was in 2020, business compliance costs and burdens have not gone away.

    In the face of that reality, perhaps Nirvana’s “Feels Like Teen Spirit” offers a better soundtrack for 2021 than my high school anthem in the title of this alert: “I feel stupid and contagious.”

    Copyright 2021 Stanley P. Jaskiewicz, Esquire

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    Spector Gadon Rosen Vinci P.C. Managing Member Daniel J. Dugan has been named as one of Pennsylvania’s Most Effective Dealmakers by The Legal Intelligencer, the oldest law journal in the United States. Dugan is one of just six attorneys statewide to be selected for the honor as part of the 2021 Pennsylvania Legal Awards.

    Dugan was honored for his selection at a dinner reception on Thursday, June 24, 2021, at the Crystal Tea Room in Philadelphia. Here, Dugan received his award, along with praise from his friends, family, and colleagues.

    Dugan smiles for the camera with his award in-hand.

    Dugan successfully closed a multi-million-dollar deal to preserve the future of one of southeastern Pennsylvania’s most historic and preeminent country club resorts following a sheriff sale action that formalized lender ownership of the 115-acre property.

    The sale disposed of any outstanding claims and debts, and removed any liens, against Lulu Country Club in Glenside, Pennsylvania, formalizing ownership of the property by lender LT-Lulu LP, represented by Dugan.

    The underlying real estate tied to the club did not sell at a December 2020 auction arranged by the Montgomery County Sheriff’s Office, for which a $14.98 million minimum bid price was set — the amount of debt on the property.  No bids were made to buy it at the auction. The matter was precedential in that it was the first time the Montgomery County Sheriff’s Office sought to hold its property sales online.

    As a result of Dugan’s creative structuring of the sale, Lulu JJR LLC now has a 20-year lease on the property and will continue its role overseeing management of the club and its operations.

    In addition, Dugan has excelled in successfully negotiating other recent high-stakes deals.

    Dugan negotiated the successful resolution of a $10 million-plus claim for life insurance proceeds on behalf of a client whose wife drowned in the Ganges River in India. The claims involved numerous insurance companies and the litigation was in both state and federal courts in Philadelphia and required the taking of numerous depositions in India. After obtaining a verdict in favor of his client in federal court, Dugan negotiated a successful settlement with the remaining insurers in state court.

    Dugan also received a summary judgment in favor of a local bank for nearly $10 million against an individual and several companies he controlled arising out of fraudulent loans to finance millions of dollars of equipment leases, a check kiting scheme, and violations of the federal RICO Act.

    Dugan is distinguished by his ability to achieve his clients’ goals by creatively structuring the best terms to ensure a winning deal.

    A member of the firm’s Executive Committee, Dugan concentrates his practice in trials and appeals involving all manner of commercial and business disputes representing corporate entities, families and individuals.  He has extensive experience litigating before state and federal courts nationwide, including bankruptcy courts and Orphans Court.

    Dugan has been in practice since 1977, with Spector Gadon Rosen Vinci since 1982, and a member of the firm since 1987.  He is managing member and also a member of the firm’s Executive Committee.  He concentrates his practice in trials and appeals involving all manner of commercial and business disputes, and he has extensive experience litigating before state and federal courts nationwide, including bankruptcy courts and Orphans Court.

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters. The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals. Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    Effective January 1, 2020, after a failed attempt to raise the minimum weekly salary for exempt employees to $913 ($47,476 annually), the U.S. Department of Labor issued new regulations increasing the minimum weekly salary for exempt employees from $455 per week to $684 ($35,568 annually).  In October 2019, the Pennsylvania Department of Labor (PA DOL) issued Regulations that also raised the minimum weekly salary for exempt employees under the Pennsylvania Minimum Wage Act to $684 per week, but unlike the federal Regulations, the PA DOL Regulations also provided for additional increases.

    On October 3, 2021, the minimum weekly salary for exempt executive, administrative and professional employees in Pennsylvania will rise to $780 per week ($40,560 per year).  On October 3, 2022, the minimum weekly salary for exempt employees in Pennsylvania will rise again to $875 per week ($45,500 per year).  On October 3, 2023, the annual salary threshold will be set at a “rate equal to the weighted average 10th percentile wages for Pennsylvania workers who work in exempt executive, administrative or professional classifications as determined by the Department with advice and consultation by the Minimum Wage Advisory Board and based on an annual wage survey of all worker classifications conducted by the Department.”  The salary threshold will then be increased every three years thereafter (October 2026, October 2029, etc.) based on the same formula used to determine the minimum weekly salary in October 2023.

    Because the PA DOL Regulations require a higher salary than the federal regulations, employers will have to meet the PA minimum salary if they wish to treat their executive, administrative or professional employees as “Exempt.”  Employees whose pay does not equal or exceed the increased minimum weekly salary must be treated as “Non-exempt,” and will have to track the number of hours they work each week and be paid time and a half for all hours they work over 40 in a workweek.

    As the minimum weekly salary for exempt employees goes above the federal minimum week salary, it is expected that the PA DOL will increase its enforcement efforts. All employers need to review their compensation structure and job descriptions to determine whether or not the employees they are treating as exempt under the administrative, executive or professional exemptions will meet the new minimum salary threshold and other requirements for those exemptions, and either adjust employee salaries or prepare to treat employees whose salaries fall below the new threshold as non-exempt for overtime purposes.

    If you have any questions or would like additional information, please contact Nancy Abrams at nabrams@sgrvlaw.com or 215-241-8894.

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    In May 2021, the Third Circuit issued an opinion regarding the 2018 bankruptcy of the Harvey Weinstein Company, LLC (TWC), crystalizing what factors are required to prove that a contract is “executory” under § 365 of the Bankruptcy Code (the “Code”).

    Section 365 of the Code provides for the assumption or rejection of a contract or unexpired lease under certain specific circumstances. If a Debtor wishes to assume (or continue) or reject (or breach) a contract, it is required to, inter alia, “cure or provide adequate assurance that it will cure any defaults under that executory contract” and “put it in the same place as if the bankruptcy never happened.” See 11 U.S.C. 365(b)(1). If a Debtor has “assumed” the executory contract in the bankruptcy proceeding, it has the ability to later “assign” that contract to a non-debtor entity. This often occurs in a bankruptcy proceeding when the assets of that Debtor are being sold under an Asset Purchase Agreement to a third party.

    The issue as to whether a contract is executory or non-executory has significant ramifications for how it is treated in a bankruptcy sale of assets.  This very issue as to what an executory contract is was decided in this case by Judge Ambro of the Third Circuit.

    By way of background, TWC and affiliates (the “Debtors”) filed for Chapter 11 protection in March 2018. A compelling (but not primary) reason for the bankruptcy filing was the ever-growing number of sexual misconduct allegations against its principal and then-Hollywood mogul, Harvey Weinstein, which caused its business to plummet. The bankruptcy’s main goal, though, was to facilitate the sale of most of TWC’s assets to the predecessor-in-interest of Spyglass Media Group, LLC (“Spyglass”) and to get court approval of its asset purchase agreement with Spyglass pursuant to § 363 of the Bankruptcy Code. Among the assets in Debtors’ bankruptcy estate was a contract with Bruce Cohen (“Cohen”), who produced the movie Silver Linings Playbook, which movie had been released in November 2012. A part of TWC’s contract with Bruce Cohen (the “Cohen Agreement”) included a provision that assured that Cohen will receive certain future compensation equal to roughly 5% of the net profits of Silver Linings Playbook. Debtors sold the Cohen Agreement, amongst myriad other assets, to Spyglass in a § 363 sale (the “Sale”). At the time of the Sale, TWC owed Cohen approximately $400,000 in unpaid contingent compensation.

    At issue before the Third Circuit was whether the Cohen Agreement was “executory” at the time of the Sale. If so, then Cohen would be entitled to the cure amount of $400,000. If not, then Cohen would not be owed any of the unpaid contingent compensation (but would remain entitled to future contingent compensation). The Third Circuit found that the Cohen Agreement was not executory, thereby affirming the decisions in the lower courts.

    The Third Circuit follows the “Countryman test” for determining whether a contract is executory or non-executory. Under this test, an executory contract is defined as “a contract under which the obligations of both the bankrupt and the other party to the contract are so far unperformed that the failure of either to complete performance would constitute a material breach excusing performance of the other.” Spyglass Media Group, LLC v. Cohen (In re Weinstein Company Holdings, LLC), Nos. 20-1750 and 20-1751, slip op., pages 10–11 (3d Cir. May 21, 2021) (quoting Vern Countryman, Executory Contracts in Bankruptcy: Part I, 57 Minn. L. Rev. 439, 460 (1973)). A contract is also not executory under § 365 “unless both parties have unperformed obligations that would constitute material breach if not performed” and such obligations are owed “when the bankruptcy petition is filed.” Id., at page 11 (quoting In re Columbia Gas Sys. Inc., 50 F.3d 233, 239–40 (3d Cir. 1995)). What makes a breach “material” is a question of state law. See id. In reliance on the above principles, the Third Circuit succinctly enunciated the test for executory contracts: “[T]he test for an executory contract is whether, under the relevant state law governing the contract, each side has at least one material unperformed obligation as of the bankruptcy petition date.” Id. (emphasis added).

    To further clarify this caveat to the Countryman rule, the Third Circuit analogized the need to perform material obligations to assets and liabilities of the bankruptcy estate. “[T]he performance the nonbankrupt owes the debtor constitutes an asset, and the performance the debtor owes the nonbankrupt is a liability.” Id. In reliance on the above framework, the Court explained that “a contract where the debtor fully performed all material obligations, but the nonbankrupt counterparty has not, cannot be executory; that contract can be viewed as just an asset of the estate with no liability.” Id., at pages 11–12. “On the other extreme, where the counterparty performed but the debtor has not, the contract is also not executory because it is only a liability for the estate.” Id., at page 12. The Court further explained that “only where a contract has at least one material unperformed obligation on each side—that is, where there can be uncertainty if the contract is a net asset or liability for the debtor—[does the Court] invite the debtor’s business judgment on whether the contract should be assumed or rejected.” Id.

    As explained above, in the context of a § 363 sale, in order for an executory contract to be assumed and subsequently assigned to the buyer of a debtor’s assets, the debtor must first cure or provide adequate assurance that it will cure any defaults to such executory contract. If, however, the contract being purchased by the buyer in a § 363 sale is not executory, the debtor has no obligation to cure. Put plainly, “if the contract is not executory, it can be sold to a § 363 buyer like any other liability or asset.” Id., at page 13. “In the case of a non-executory contract where only the debtor has material obligations left to perform, the contract is a liability of the estate, and if the buyer wants to buy it, the buyer is voluntarily assuming that liability.” Id. This results in the buyer being burdened only by a go-forward need to “fulfill obligations under the contract it bought after the sale closes, just as it would with any other asset or liability.” Id., at page 14.

    Applying this test, the Third Circuit concluded that the Cohen Agreement was non-executory because, although failure to pay contingent compensation to Cohen would result in a material breach, Cohen as counterparty does not maintain any outstanding obligations the non-performance of which would result in material breach under New York law (the applicable state law) or by the terms of the Cohen Agreement. See id., at page 25. This is true since as the Third Circuit indicated, Cohen’s remaining obligations (i.e., to refrain from pursuing injunctive relief over intellectual property he does not own) were ancillary and immaterial and did not avoid NY’s “substantial performance rule.” The Court articulated that parties could contract around a state’s default contract rule regarding substantial performance (which is key in defining what sorts of breaches are material), and that, by crafting provisions that take the contract outside of such state rules, parties can “override the Bankruptcy Code’s intended protections for the debtor.” Id. However, the Court cautioned that contracting around a state’s default substantial performance rule “can only be accomplished clearly and unambiguously in the text of the agreement.” Herein, the Third Circuit concluded that ”[n]o provision in the contract clearly and unambiguously overrode New York’s default substantial performance rule that obligations are immaterial if they do not go to the root and purpose of the transaction,” and that, therefore, the Cohen Agreement was subject to New York’s substantial performance rule and commensurate definition for material breach. Id., at page 25. The Third Circuit did recognize though that the parties could have contracted around a state’s default contract rule regarding substantial performance and by doing so could override the Code’s intended protections for a Debtor.

    Despite Cohen not being entitled to any cure amount under § 365, the Court did indicate that the amount owed to Cohen before closing of the Sale can still be asserted as an unsecured claim to be paid on a pro rata basis with other unsecured creditors (including the victims of Weinstein’s sexual abuse), provided such claim is timely. The Third Circuit also stated that although Spyglass did not owe Cohen the unpaid pre-sale amount, Spyglass nonetheless had to comply with post-closing obligations coming due under the Cohen Agreement. Finally, the Court opined that “(t)his pill is bitter to swallow, but bankruptcy inevitably creates harsh results for some players.”

    As an aside, this ruling can have severe implications for the likes of Bradley Cooper (Philadelphia native), Jennifer Lawrence (Oscar winner for the movie) and others who are trying to collect unpaid royalties.

    To discuss issues regarding creditors rights and bankruptcy, please contact Leslie Beth Baskin at 215-241-8926 or lbaskin@sgrvlaw.com.

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    Spector Gadon Rosen Vinci P.C. has announced that the firm will fully resume in-office operations on Tuesday, June 1, when attorneys and staff will return to their in-office, pre-pandemic work schedules.  The firm has been seamlessly servicing the needs of its clients throughout the COVID-19 pandemic. The firm will welcome its employees back with a “Homecoming” appreciation luncheon on June 1.

    SGRV is concluding its pandemic remote work option and hybrid schedules for attorneys and staff which have been in place since June 15, 2020, following the lifting of governmental stay-at-home orders.

    Last month, SGRV announced a policy strongly urging all employees to become fully vaccinated.  Since that time, the firm has achieved nearly a 100 percent vaccination rate.

    The policy states, “In accordance with [the firm’s] duty to provide and maintain a safe workplace, we are adopting this policy to safeguard the health of our employees and their families; our clients and visitors; and the community at large from COVID-19, which may be reduced by vaccinations. This policy will comply with all laws and is based on guidance from the Centers for Disease Control and Prevention (CDC) and state and local health authorities, as applicable.”

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters. The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals. Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    Alan B. Epstein, Chair of the Employment Law Group of Spector Gadon Rosen Vinci P.C., has been featured in a Lawyer Limelight profile by Lawdragon™.

    Lawyer Limelight highlights the journeys taken by some of the biggest movers and shakers in today’s legal industry, providing an up-close and personal look at where they came from, where they are today, and where they are going. Epstein’s profile takes a look at some of the biggest moments in both his career and personal life that have contributed to his success.

    Epstein concentrates his practice in civil litigation representation in the areas of employment rights, civil rights and constitutional torts and the provision of transactional advice in all areas of corporate governance, including personalized advice to corporate officers, boards and board members regarding adherence to state and federal regulations. He is frequently called upon to provide transactional advice to, negotiate employment contracts and severance agreements on behalf of, and litigate matters for, corporate entities, corporate officers and directors, and licensed professionals (and their entities), including lawyers, doctors, bankers, accountants, pharmacists and architects, as well as insurance, real estate and security brokers.

    Epstein has litigated complex claims before courts throughout the United States and has been admitted to practice in cases pending before numerous state and federal trial and appellate courts and administrative agencies in Pennsylvania, California, Delaware, Illinois, Louisiana, Maryland, New Jersey, New York, Texas and Washington as well as the United States Supreme Court. He is a frequent lecturer in his areas of concentration across the United States, and has served as an expert witness in state and federal courts regarding employment law and the professional and ethical responsibilities of lawyers.

    He is a Fellow in the prestigious international College of Labor and Employment Lawyers and has served on its Board of Governors as an officer (Secretary, Treasurer, Vice President and then President) since 2011. He continues to serve on the College’s Board as its Past President.  He holds an AV rating from Martindale Hubbell™, has been named as one of the Best Lawyers in America™ in the publication of that name for more than 10 years, and has been awarded Lifetime Achievement Awards by the Philadelphia’s The Legal Intelligencer and Marquis Who’s Who.  He has been named a top 100 Superlawyer™ in Philadelphia and Pennsylvania and has also been selected as one of the nation’s 500 Leading Lawyers (2010), Top 500 Plaintiff’s Lawyers (2009), and Top 500 Litigators (2006) by Lawdragon™.   He has served as a volunteer mentor and Panel Coordinator for the Employment Litigation Panel of the United States District Court for the Eastern District of Pennsylvania, and as a national leader and Inn President in the American Inns of Court movement.

    In the context of significant litigation in the employment law area, Epstein is well known for his participation in high-profile litigation for individuals and corporate entities (including his representation of a young, HIV-positive attorney against a prestigious Philadelphia law firm that received national attention because of the daily televising of the trial by Court TV and CNN and the award-winning film “Philadelphia” starring Tom Hanks and Denzel Washington) and for his frequent representation of local and national sports figures, broadcast personalities, and officers and directors of large national corporations.

    Epstein was also the founder and President/CEO of JUDICATE, The National Private Court System, a publicly held company coordinating private dispute resolution services through approximately 700 former judges throughout the United States and its territories. In the area of alternative dispute resolution, he has additionally lectured and served as a mediator and arbitrator by private appointment and through certification by state and federal courts.

    Spector Gadon Rosen Vinci PC has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters.  The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals.  Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    Dana A. Bernstein has joined Spector Gadon Rosen Vinci, P.C.’s Estates and Trusts department as an associate.

    Ms. Bernstein’s practice focuses in the areas of commercial law, taxation, special needs planning and estate and wealth preservation planning.

    Ms. Bernstein’s passion for the legal profession began in high school, as a receptionist in a small law office in Medford, New Jersey.  She worked in administrative and paralegal roles through college and law school, and served as an extern with the Department of Justice, Office of the U.S. Bankruptcy Trustee in Philadelphia.  She earned her juris doctor from the Widener University School of Law in 1997.

    Ms. Bernstein began practicing in 1997 as a general civil litigator, representing clients involved in general and business litigation, bankruptcy, lender liability, real estate and casualty matters.  She has extensive experience in litigation, arbitration and mediation, and has handled matters in federal and state courts in New Jersey and Pennsylvania.

    Several years into her career, Ms. Bernstein became involved in disability advocacy and the preparation of essential estate planning documents such as wills, revocable and irrevocable trusts, powers of attorney and living wills, for families dealing with these issues.  She realized the impact estate planning could have on clients’ lives, and earned her LL.M. in taxation from the Temple University Beasley School of Law in 2012.

    Thereafter, Ms. Bernstein worked with trust companies, financial professionals and other local firms to provide legal assistance with a broad and sophisticated range of estate planning and fiduciary relationship issues.  She has assisted in the development of estate plans incorporating special needs trusts, lifetime gift planning to leverage gift tax exemptions, sales of property to trusts sheltered from estate taxes, special asset management, charitable planning, and the creation of split-interest trusts.  She has represented clients in probate matters, petitions for adjudications of incapacity, appointments of guardians, judicial accountings and various contested probate court matters.

    A detail-oriented, client-focused attorney with years of first-hand experience at every level of client service, Ms. Bernstein has honed a particular mastery in the realm of estates and trusts. She excels at organizing information to identify key facts that will be effective for clients to achieve desirable results.

    A lifelong resident of the Philadelphia metropolitan area, Ms. Bernstein currently lives in South Jersey, and serves in various local charitable initiatives.

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters. The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals. Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    Spector Gadon Rosen Vinci P.C. Managing Member Daniel J. Dugan has been named as one of Pennsylvania’s Most Effective Dealmakers by The Legal Intelligencer, the oldest law journal in the United States.  Dugan is one of just six attorneys statewide to be selected for the honor as part of the 2021 Pennsylvania Legal Awards.

    Dugan successfully closed a multi-million-dollar deal to preserve the future of one of southeastern Pennsylvania’s most historic and preeminent country club resorts following a sheriff sale action that formalized lender ownership of the 115-acre property.

    The sale disposed of any outstanding claims and debts, and removed any liens, against Lulu Country Club in Glenside, Pennsylvania, formalizing ownership of the property by lender LT-Lulu LP, represented by Dugan.

    The underlying real estate tied to the club did not sell at a December 2020 auction arranged by the Montgomery County Sheriff’s Office, for which a $14.98 million minimum bid price was set — the amount of debt on the property.  No bids were made to buy it at the auction. The matter was precedential in that it was the first time the Montgomery County Sheriff’s Office sought to hold its property sales online.

    As a result of Dugan’s creative structuring of the sale, Lulu JJR LLC now has a 20-year lease on the property and will continue its role overseeing management of the club and its operations.

    In addition, Dugan has excelled in successfully negotiating other recent high-stakes deals.

    Dugan negotiated the successful resolution of a $10 million-plus claim for life insurance proceeds on behalf of a client whose wife drowned in the Ganges River in India. The claims involved numerous insurance companies and the litigation was in both state and federal courts in Philadelphia and required the taking of numerous depositions in India. After obtaining a verdict in favor of his client in federal court, Dugan negotiated a successful settlement with the remaining insurers in state court.

    Dugan also received a summary judgment in favor of a local bank for nearly $10 million against an individual and several companies he controlled arising out of fraudulent loans to finance millions of dollars of equipment leases, a check kiting scheme, and violations of the federal RICO Act.

    An awards dinner reception will take place at 7 p.m. on Thursday, June 24, 2021, at the Crystal Tea Room, 100 E. Penn Square, in Philadelphia.

    Dugan is distinguished by his ability to achieve his clients’ goals by creatively structuring the best terms to ensure a winning deal.

    A member of the firm’s Executive Committee, Dugan concentrates his practice in trials and appeals involving all manner of commercial and business disputes representing corporate entities, families and individuals.  He has extensive experience litigating before state and federal courts nationwide, including bankruptcy courts and Orphans Court.

    Dugan has been in practice since 1977, with Spector Gadon Rosen Vinci since 1982, and a member of the firm since 1987.  He is managing member and also a member of the firm’s Executive Committee.  He concentrates his practice in trials and appeals involving all manner of commercial and business disputes, and he has extensive experience litigating before state and federal courts nationwide, including bankruptcy courts and Orphans Court.

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters. The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals. Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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