Spector Gadon Rosen Vinci P.C. Executive Committee Member Daniel J. Dugan, with the help of Member Leslie Beth Baskin and Associate Adam A. Filbert, secured a favorable ruling for their client, Edward S. Baim in a November 16, 2023 decision by the U.S. Third Circuit Court of Appeals.

The three-judge panel upheld the favorable ruling from the trial court declaring that Mr. Baim had acted entirely properly in refusing to sell four Mcdonalds restaurants in Pennsylvania to the defendants, Joel and Michael Dukart pursuant to an agreement of sale Baim had entered into with them.

Baim had previously given Grant and George Skylass a right of first refusal permitting them to match any bona fide offer to Baim for the four McDonalds restaurants. Mr. Baim was contractually bound to sell to the Skylasses once they matched Dukart’s offer, and he did so.

After the Dukarts challenged the sale, claiming it violated their agreement with him—and threatened to sue Baim in Delaware—Dugan, Baskin, and Filbert immediately filed a complaint in the Eastern District of Pennsylvania seeking a declaratory judgment that he had acted entirely properly. Both the trial court and the appeals court agreed.

U.S. Circuit Judge Stephanos Bibas wrote in his opinion that,

“The parties wanted an agreement firm enough that the Dukarts would buy the four Philadelphia McDonalds’s if the Skylasses did not. But they also wanted an escape hatch from the Dukarts’ contract if the Skylasses exercised their right of first refusal…”

The Third Circuit confirmed the merits of Baim’s position in all respects, as did the trial court, and rejected Dukarts’ arguments that Bahad had somehow acted improperly.

Daniel J. Dugan has been in practice since 1977, with the firm since 1982, and a member of the firm since 1987. He is a managing partner 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.

Mr. Dugan regularly represents individuals, families, and businesses in all types of disputes. In addition to the sampling of cases described above, he has advised clients on and litigated cases involving intellectual property, breaches of contract, lender liability, commercial real estate matters (lease violations, title disputes, and mortgage foreclosures), construction disputes, employment (such as wrongful termination, age, sex and race discrimination claims and enforcement of restrictive covenants), civil rights, bankruptcy litigation, estate litigation, unfair competition, and securities law fraud. He has been regularly selected as a Super Lawyer since 2010.

Leslie Beth Baskin has handled a wide array of commercial, transactional, and bankruptcy-related matters including several high-profile cases in the region. She has also represented a diverse group of clients, including banks, real estate enterprises, healthcare providers, small businesses, and individuals experiencing financial problems. Ms. Baskin also served as a Chapter 7 Trustee on the Panel of Interim Trustees for the US Bankruptcy Court for the Eastern District of Pennsylvania.

Ms. Baskin is currently on the Board of Directors of the Consumer Bankruptcy Assistance Project (CBAP) and was its Chair for two years. She was Chair of the Eastern District of Pennsylvania Bankruptcy Conference. Her peers have elected her as a Pennsylvania Super Lawyer for many years and also won the 2005 Award for Outstanding Volunteer for CBAP. She is also one of the founding members of the Greater Philadelphia Chapter of the International Women’s Insolvency and Restructuring Confederation (IWIRC) and was its chair for a two-year term. She is currently serving as secretary.