Buchanan Ingersoll & Rooney PC

171 and Done, Elimination of the Capital Stock and Foreign Franchise Taxes in Pennsylvania

On January 4, 2016, Pennsylvania Governor Tom Wolf announced the elimination of the capital stock and foreign franchise tax effective January 1, 2016. Prior to 2016, all domestic corporations formed in Pennsylvania, including…more

Franchise Taxes, Limited Liability Company (LLC), Limited Partnerships, Transfer Taxes

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OIG Warns of Risks of Physician Compensation Arrangements

In a Fraud Alert published on Tuesday, June 9, the Department of Health and Human Services Office of Inspector General (OIG) issued a strong warning that common physician compensation arrangements may violate the anti-kickback…more

Anti-Kickback Statute, Fraud Alerts, OIG, Physician Compensation Arrangements, Physicians

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TrumpCare: The Pharmaceutical Industry and FDA

Hope in the Midst of Uncertainty - The New Year ushered a period of uncertainty for the pharmaceutical industry. We face the beginning of the Trump Administration and a Congress with both houses controlled by Republicans…more

ANDA, Drug Pricing, FDA, Generic Drugs, Pharmaceutical Industry

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Federal Court Offers Clues in How the Newly Amended Rule 37(e) Will Be Applied When Electronically Stored Information Is Not Preserved

Among the most significant changes to the Federal Rules of Civil Procedure that went into effect in December 2015 were amendments to Rule 37(e), which defines spoliation in the context of electronically stored information (ESI)…more

Corporate Counsel, Discovery, Domain Names, Duty to Preserve, Electronically Stored Information

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Court Finds Naming Names in Public Filings and Imprudent Emails Support Action For Retaliation

In Celia Greengrass v. International Monetary Systems, Ltd., 2015 WL 137891, (7th Cir. Jan. 12, 2015), the Seventh Circuit relied in part on the fact that an employer identified a former employee by name in its discussion of…more

EEOC, Employer Liability Issues, Public Disclosure, Publicly-Traded Companies, Regulation S-K

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New Higher Thresholds Under the Hart-Scott Rodino Antitrust Improvements Act of 1976

Certain threshold limits under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended (HSR Act) will be increased. The changes will become effective on February 27, 2017. The Federal Trade Commission (FTC) is…more

Acquisitions, Antitrust Division, DOJ, FTC, Hart-Scott-Rodino Act

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Recent Developments that Prohibit Common Separation and Settlement Agreement Provisions

Two federal agencies recently challenged the validity of what many would consider standard release agreement provisions. On August 10, 2016, the Securities and Exchange Commission (SEC) fined a company for including provisions…more

Confidential Information, OSHA, SEC, Settlement Agreements, Whistleblowers

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Update on the SEC's MCDC Initiative

Many issuers and other obligors of tax-exempt bonds (Issuers) have asked about the status of the Municipalities Continuing Disclosure Cooperation initiative (MCDC). Much attention has been directed to the February 2, 2016…more

MCDC, SEC, Self-Reporting, Tax-Exempt Bonds, Underwriting

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DOL Issues Proposed Changes to Overtime Exemption Rules

On Tuesday, June 30, the Department of Labor (DOL) released the long anticipated proposed rule updating its regulations implementing the Fair Labor Standards Act’s Executive, Administrative and Professional exemptions (Proposed…more

DOL, Exempt-Employees, FLSA, Over-Time, Wage and Hour

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Amended FRCP 26(b) in Action: Trio of Recent Northern District of California Cases Address Who Has the Burden of Establishing the Proportionality Requirement

In January and February 2016, the Northern District of California issued a trio of decisions following the December 2015 amendments to Rule 26(b) of the Federal Rules of Civil Procedure, two of which echo the Advisory Committee…more

Discovery, Federal Rules of Civil Procedure, FRCP 26(b)(1), Proportionality

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Foreign Entrepreneurs Series: Part 3 – U.S. Tax Considerations and Planning

This is the third part of our foreign entrepreneurs series. Previously, we discussed the visa options available to foreign entrepreneurs and the importance of making immigration analysis a first-step in the startup process. In…more

Entrepreneurs, Estate Tax, Gift Tax, Income Taxes, Investors

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"Likes" on Facebook are Protected Employee Conduct

The United States Court of Appeals for the Second Circuit recently upheld a National Labor Relations Board (Board) decision holding that a sports bar violated the National Labor Relations Act (Act) when it discharged employees…more

Facebook, Hiring & Firing, NLRA, Popular, Protected Concerted Activity

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New Florida Condominium Law Adds Hurdles to Condominium Terminations

On June 16, 2015, Florida Governor Rick Scott signed into law H.B. 643, which made significant changes to Section 718.117 of the Florida Condominium Act. While these changes were made to protect unit owners, they make the…more

Condominium Act, Condominiums, Termination

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Wolf Budget Proposes Extraction Tax

On March 10, 2015, Pennsylvania Governor Tom Wolf-(D) provided the text of his proposed changes to the Tax Reform Code of 1971 that would levy a tax on the extraction of natural gas in the Commonwealth of Pennsylvania…more

Licenses, Natural Gas, Oil & Gas, Proposed Amendments, Severance Tax

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The New Insider Trading Landscape: United States v. Newman and Its Impact on Pending Insider Trading Prosecutions

On December 10, 2014, the United States Court of Appeals for the Second Circuit vacated the convictions of two hedge fund portfolio managers for trading on material non-public or “inside,” information that came to the managers…more

Appeals, Criminal Prosecution, Hedge Funds, Illegal Tipping, Insider Trading

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Newly Released Proposed Regulations under Section 2704 Apply Broadly to Disallow Valuation Discounts for Transfer Tax Purposes, Making Gift and Intra-Family Sale Transfers in 2016 Essential

Overview - On August 4, 2016, the Treasury Department issued much anticipated proposed regulations under §2704 of the Internal Revenue Code, which, if finalized in their current form, will make very significant changes to…more

Estate Tax, Fair Market Value, Family Businesses, Gift Tax, Internal Revenue Code (IRC)

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Assignor Estoppel Bars an Invalidity Challenge in District Court but is Not Available as a Defense in an Inter Partes Review Proceeding

On March 23, 2016, the United States Court of Appeals for the Federal Circuit issued a decision in MAG Aerospace Industries, Inc., NKA MAG Aerospace Industries, LLC v. B/E Aerospace, Inc., No. 2015-1370. One of the issues…more

Assignor Estoppel, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Trial and Appeal Board, Patents

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The New Insider Trading Landscape: United States v. Newman and Its Impact on Pending Insider Trading Prosecutions

On December 10, 2014, the United States Court of Appeals for the Second Circuit vacated the convictions of two hedge fund portfolio managers for trading on material non-public or “inside,” information that came to the managers…more

Appeals, Criminal Prosecution, Hedge Funds, Illegal Tipping, Insider Trading

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The Broadest Reasonable Interpretation Standard Does Not Apply in a Reexamination Proceeding When a Patent Expires During the Proceeding

On August 9, 2016, the United States Court of Appeals for the Federal Circuit issued a decision in In re: CSB-System International, Inc., No. 2015-1832. The issue before the Federal Circuit was whether the Patent Trial and…more

Broadest Reasonable Interpretation Standard, Claim Construction, Patent Litigation, Patent Trial and Appeal Board, Patents

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New Partnership Audit Rules Will Require Amendment of All Partnership Agreements by 2018

On November 2, 2015, Congress passed the Bipartisan Budget Act of 2015, Section 1101 of which repeals the long-standing current rules for IRS audits of partnership entities and replaces those rules with a new centralized…more

Audits, Bipartisan Budget, IRS, Partnership Agreements, Partnerships

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For Purposes of an On-Sale Bar, Sale of Manufacturing Services by a Contract Manufacturer Does Not Necessarily Constitute a "Commercial Sale" of the Invention

On July 11, 2016, the United States Court of Appeals for the Federal Circuit issued a decision in The Medicines Co. v. Hospira, Inc., No. 2014-1469. The decision was by the Federal Circuit sitting en banc (the entire court),…more

America Invents Act, En Banc Review, Manufacturers, On-Sale Bar, Pharmaceutical Patents

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U.S. Supreme Court Asked to Decide Whether Wrongful Death Suits are Subject to Arbitration

The United States Supreme Court was recently asked to determine whether the Federal Arbitration Act (FAA) preempts a state law rule that prohibits enforcement of pre-dispute arbitration agreements in certain wrongful death…more

Arbitration, Arbitration Agreements, Conflicts of Laws, Federal Arbitration Act, SCOTUS

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USCIS Will Suspend Premium Processing for All H-1B Petitions Beginning on April 3, 2017

On March 3, 2017, U.S. Citizenship and Immigration Services (USCIS) announced that, beginning on April 3, 2017, it will temporarily suspend Premium Processing for all H-1B visa petitions. Premium Processing is a USCIS service…more

Form I-129, H-1B, USCIS, Visas

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Supreme Court of Pennsylvania Holds Lease Exception of Local Tax Enabling Act Does Not Prevent Business Privilege Tax from Applying to Real Estate Leasing Businesses

On December 21, 2015, the Supreme Court of Pennsylvania held that the exception in 53 P.S. §6924.301.1(f)(1) of the Local Tax Enabling Act (LTEA), which prohibits the taxation of leases and lease transactions, does not preclude…more

Business Privilege Tax, Commercial Leases, Leases, Municipalities, PA Supreme Court

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Under the Same Precedent, Different Estoppel Standards Have Developed in the PTAB and the District Courts

While Congress was debating the provisions of the America Invents Act (AIA), some lawmakers proposed that inter partes review (IPR) and post-grant review (PGR) should be a substitute for invalidity challenges at district court,…more

America Invents Act, Estoppel, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board

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Using Functional Language to Define the Capabilities of Structure

35 USC § 112(b) requires that the specification of a patent “conclude with one or more claims particularly pointing out and distinctly claiming the subject matter which the applicant regards as his invention". The failure of a…more

Nautilus Inc. v. Biosig Instruments, Patent Litigation, Patent Trial and Appeal Board, Patents, USPTO

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Did You Know? ¿Sabía Usted? Employers Are Required to Post Some Labor Law Posters in Different Languages

Florida law requires employers to post certain state labor law posters in languages other than English. Employers must prominently display a poster notifying employees of the state minimum wage in both English and Spanish…more

Minimum Wage, Native Language, Posting Requirements, Unemployment Benefits

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New Higher Thresholds Under the Hart-Scott Rodino Antitrust Improvements Act of 1976

Certain threshold limits under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended (HSR Act) will be increased. The changes will become effective on February 27, 2017. The Federal Trade Commission (FTC) is…more

Acquisitions, Antitrust Division, DOJ, FTC, Hart-Scott-Rodino Act

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Robinson Township v. Commonwealth – Is Any of Act 13 Left?

The Pennsylvania Supreme Court struck four additional portions of Act 13 of 2012 in its much anticipated second decision in the Robinson Twp. v. Com. litigation (Robinson IV) on September 28, 2016. While the decision and its…more

Act 13, Department of Environmental Protection, Eminent Domain, Oil & Gas, Public Utilities Commission

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TILA-RESPA Integrated Mortgage Disclosure Rule

For more than 30 years, lenders have been required under federal law to provide consumers with two different disclosure forms when applying for a mortgage and two more different disclosure forms at the time of closing…more

CFPB, Disclosure Requirements, Dodd-Frank, Mortgage Lenders, Required Forms

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Terminating a Post-Grant Proceeding By Settlement Before the Patent Trial and Appeal Board Has “Decided the Merits”

Voluntarily terminating a post-grant proceeding before the Patent Trial and Appeal Board (PTAB) prior to a final written decision may be appropriate in situations where the parties have agreed to settle the proceeding…more

Administrative Proceedings, America Invents Act, Covered Business Method Proceedings, Inter Partes Review (IPR) Proceeding, Patent Litigation

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The United States Supreme Court Expands Discharge Exception to Include Fraudulent Transfers

Bankruptcy Code Section 523(a)(2)(A) provides that a debtor may not receive a discharge for a debt for "money, property, services… to the extent obtained by: (A) false pretenses, a false representation or actual fraud… ." In…more

Bankruptcy Code, Chapter 7, Creditors, Debtors, Fraudulent Transfers

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Pennsylvania Statute Amended to Exclude Powers of Attorney in Loan Documents and Commercial Transactions from Acknowledgment and Agent Duty Requirements

Pennsylvania’s power of attorney law was amended on October 4, 2016 to provide exceptions for certain powers of attorney commonly used in commercial and loan transactions from certain provisions of the law. On July 2, 2014,…more

Loans, Power of Attorney

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USCIS Temporarily Suspends Premium Processing for H-1B Extensions of Stay

On May 19, 2015, U.S. Citizenship and Immigration Services (USCIS) announced that, starting May 26, 2015, it will temporarily suspend premium processing for all H-1B Extension of Stay petitions until July 27, 2015. During this…more

H-1B, Human Resources Professionals, Immigration Procedures, Popular, USCIS

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EEOC Issues Guidance on Providing Unpaid Leave as a Reasonable Accommodation Under the ADA

Motivated by the increasing number of disability discrimination charges related to leave policies, the Equal Employment Opportunity Commission (EEOC) recently issued new guidance discussing unpaid leave as a reasonable…more

ADA, Disability Discrimination, EEOC, Reasonable Accommodation, Undue Hardship

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PTAB Declares that State-Owned Patents are Immune from IPR Challenges

A panel of the Patent Trial and Appeal Board (PTAB) recently issued a decision that could significantly strengthen patent portfolios of public universities and other state entities. In Covidien LP v. University of Florida…more

Eleventh Amendment, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Ownership, Patent Trial and Appeal Board

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Federal Circuit Vacates PTAB Decision Based on Overly Broad Claim Constructions

In Los Angeles Biomedical Research Institute v. Eli Lilly and Co., No. 2016-1518, the Federal Circuit vacated the Patent Trial and Appeal Board’s determination of unpatentability in an inter partes review (IPR) proceeding,…more

Appeals, Inter Partes Review (IPR) Proceeding, Patent Trial and Appeal Board, Patents, Vacated

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DC Circuit Strikes Down EPA “Aggregation” Policy for Regions Outside the Sixth Circuit

On May 30, 2014, the U.S. Court of Appeals for the District of Columbia Circuit nullified an EPA Directive that attempted to reassert its “functional interrelationship” standard for aggregating air pollution sources. This EPA…more

Aggregation Rules, Air Pollution, Environmental Policies, EPA, Title V

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Employee Health Plans: Good News / Bad News – State Claims Reporting Laws Do Not Apply, but Recovery of Overpayments Made More Difficult

Employee health plans recently received good and bad news from the Supreme Court. On the upside, the Court invalidated a State law that required self-insured employee health plans (and their third-party administrators) to report…more

ERISA, Gobeille v Liberty Mutual Insurance Com., Preemption, Reporting Requirements, SCOTUS

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The President’s FY 2017 Budget Proposal Seeks to Modify Like-Kind Exchange Rules for All Real and Personal Property and Restrict Some Eligibility

The Internal Revenue Code (IRC) requires sellers of investment or business property to pay taxes on any gains realized from sales of such property. However, Section 1031 of the IRC (§1031) has provided an exception to the…more

Internal Revenue Code (IRC), Investment Property, NAICS, OMB, Real Estate Market

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Connecting the Dots: The Seventh Circuit Stretches the Definition of “Referral” to Find Anti-Kickback Liability Where a Physician Did Not Steer Patients to a Particular Provider

The Seventh Circuit recently stretched the definition of “referral” under the federal Anti-Kickback Statute (AKS) to affirm a lower court’s ruling that a physician can trigger AKS violations even if such physician does not steer…more

Anti-Kickback Statute, Home Health Agencies, Medicare, Patient Referrals, Physicians

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#HealthyPA Takes the Next Step

The governor’s recent announcement that 9 commercial insurers successfully applied to participate in Healthy PA is another positive development as negotiations between Department of Public Welfare and the Centers for Medicare…more

CMS, Healthcare, Medicaid, Medicare

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Caveat Auctor: Surge in Consumer Class Actions Under New Jersey’s Truth-in-Consumer Contract, Warranty and Notice Act

The Truth-in-Consumer Contract, Warranty and Notice Act, N.J.S.A. 56:12-14 to -18 (TCCWNA) was enacted in 1982 but has historically been under-utilized by plaintiffs until recently. In the past year alone, approximately 40 class…more

Class Action, Consumer Contracts, Terms and Conditions, Unenforceable Contract Terms, Warranties

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You’ve Been Served Via Registered Agent – And You’re In Default

Did you know that your company may have been sued – and served – and no one in your company knows about it? Did you know that your company may even find itself in default and with a judgment against without anyone at the company…more

Default, Registered Representatives, Service of Process, US Department of State

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SEC Reproposes Rule 13q-1 Requiring Extraction Industries to Publicly Disclose Payments to Governments

On Friday, December 11th, the Securities and Exchange Commission (SEC) voted to repropose Rule 13q-1 to require disclosure of certain payments made by resource extraction companies to the U.S. or other governments. The…more

Dodd-Frank, Public Disclosure, Resource Extraction, SEC

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Property Owner Challenges Liens Recorded After Florida Foreclosure Judgment – Appeal Likely

Mortgage lenders and prospective purchasers of foreclosure properties in Florida are keeping a close eye on a recent District Court of Appeals case, Ober v. Town of Lauderdale-by-the-Sea. In August 2016, the District Court of…more

Bank of America, Foreclosure, Mortgage Lenders, Mortgages, Property Owners

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Design Patents – The Forgotten Protection

The use of design patents to protect a new product is frequently overlooked. The public only becomes aware of design patents whenever the rare blockbuster jury verdict arises such as Apple’s verdict over Samsung over iPhone and…more

Apple, Apple v Samsung, Design Patent, Intellectual Property Protection, iPhone

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District Court Holds that a Sale Must Make the Invention Public in Order to be an On-Sale Bar under AIA

On March 3, 2016, a U.S. District Court judge held that the entering into and publicizing of a licensing and supply agreement did not constitute an on-sale bar under the America Invents Act. The pre-AIA statute relating to…more

America Invents Act, Inventions, License Agreements, On-Sale Bar, Patents

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“Death by a Thousand Cuts” – Commercial Landlord Liable for Constructive Eviction Based on Cumulative Interference with Tenant’s Quiet Enjoyment

In its recent decision, Sears, Roebuck & Co. v. 69th Street Retail Mall, L.P., 2015 WL 5778622, the Pennsylvania Superior Court affirmed the liability of a commercial landlord on a claim of constructive eviction based on the…more

Commercial Leases, Commercial Tenants, Covenant of Quiet Enjoyment, Eviction, Interference Proceeding

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Comments on New Rules for Bald and Golden Eagle Protection due July 5, 2016

On May 6 of this year, the United States Fish and Wildlife Service (FWS) published a proposed rule revising the permitting program under the Bald and Golden Eagle Protection Act (the Act). Public comments on the rule are due by…more

Bald and Golden Eagle Protection Act, Incidental Take Permits, NEPA, US Fish and Wildlife Service

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Attacking Cybersecurity from the Inside Out: Part III

Over the last couple of weeks, we’ve explored the steps a company’s leadership team should take to prioritize cybersecurity and how businesses can improve their cybersecurity strategy by enhancing their employee-level cyber…more

Cyber Threats, Cybersecurity, Hackers, Service Level Agreements

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Pennsylvania Statute Amended to Exclude Powers of Attorney in Loan Documents and Commercial Transactions from Acknowledgment and Agent Duty Requirements

Pennsylvania’s power of attorney law was amended on October 4, 2016 to provide exceptions for certain powers of attorney commonly used in commercial and loan transactions from certain provisions of the law. On July 2, 2014,…more

Loans, Power of Attorney

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New Rule Clarifies that there is no “Right” To Oral Argument in Pennsylvania

Pennsylvania’s recent amendment to Rule 211 of the Rules of Civil Procedure appears on the surface to be a major overhaul, but a peek under the hood reveals that the change reflects prevailing law and enshrines the discretion of…more

Oral Argument, Rules of Civil Procedure

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New Lease Accounting Rules and Their Effect on Lessee Balance Sheets

Last month, the Financial Accounting Standards Board (FASB) issued a new lease accounting standard that fundamentally alters how leases are recorded on a lessee’s financial statements. These changes to lease accounting could…more

Accounting Standards, FASB, Financial Statements, GAAP, Leases

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When a "Golden Share Veto" is Trumped by Federal Public Policy

Last month, the United States Bankruptcy Court for the District of Delaware was faced with a frequently-contested issue: whether a debtor’s bankruptcy petition was filed pursuant to proper corporate authority under state law. In…more

Bankruptcy Court, Corporate Governance, Institutional Investors, Limited Liability Company (LLC)

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Standing in Foreclosure Cases: Still a Recurring Issue

On July 13, 2016, Florida’s Fourth District Court of Appeal held that summary judgment was improperly entered because an affidavit filed by a substitute plaintiff conflicted with the mortgage foreclosure complaint as to what…more

Borrowers, Foreclosure, Mortgages, Standing, Summary Judgment

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An Introduction to Warrants

What is a Warrant? A warrant generally is a contract that gives the holder the right to buy a specified number of shares of stock of a company at a defined price and during a specified period of time. A warrant is to an…more

Investors, SEC, Stocks, Warrants

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Three Ways the Clean Power Plan Won’t Be Overturned...And Why They Still Matter

Over the last seven years, the President and Congress have waged a number of battles over key pieces of legislation. In some cases, Congress has attempted to roll back or overturn policies and laws through votes in the House and…more

Clean Power Plan, Energy & Climate Debates, Energy Sector, EPA

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Four Things You Need to Know: Summary of the 2016 Amendments to Practice Before the PTAB

On April 1, 2016, the Patent Office announced several changes to practice before the Patent Trial and Appeal Board (“PTAB”). On April 27, 2016, the Patent Office announced a minor correction to those rules. Here are four key…more

Covered Business Method Proceedings, Inter Partes Review (IPR) Proceeding, Patent Trial and Appeal Board, Patents, Post-Grant Review

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The Supreme Court Is Hearing a Case Today That Could Change How We Determine If a Property Is the Subject of a Regulatory Taking

This year the Supreme Court of the United States will hear a highly-anticipated regulatory takings case that may determine whether two legally divided, but commonly held parcels, should be considered as one parcel in a takings…more

Land Owners, SCOTUS, Takings

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Recent Eleventh Circuit Decision Subjects Debt Collectors to FDCPA Liability for Filing Proofs of Claim as to Time-Barred Debts

Debt collectors filing bankruptcy proofs of claims in the Eleventh Circuit should take caution, as they will now be subject to the Fair Debt Collection Practice Act, 15 U.S.C. §§ 1692-1692p (FDCPA). In Crawford v. LVNV Funding,…more

Adverse Action, Appeals, Chapter 13, Consumer Bankruptcy, Debt Collection

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Department of Labor Issues Final Rules Governing Sick Leave for Federal Government Contractors

On September 30, 2016, the U.S. Department of Labor (DOL) issued its final regulations governing the requirement for certain federal government contractors to provide paid sick leave for covered employees. For many…more

Davis-Bacon Act, DOL, Federal Contractors, FLSA, Paid Leave

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Third Circuit Court of Appeals Concludes that Section 303(i) Does Not Preempt State Law Claims of Non-Debtors Predicated on the Filing of an Involuntary Petition

In Rosenberg, et al. v. DVI Receivables XVII, LLC, 2016 WL 4501675, at *1 (3d Cir. Aug. 29, 2016), the Third Circuit Court of Appeals held that damages awarded pursuant to Section 303(i) of the Bankruptcy Code for an involuntary…more

Bankruptcy Code, Commercial Bankruptcy, Creditors, Preemption

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DOJ Announces Temporary Extension of FCPA “Pilot Program”

The U.S. Department of Justice (DOJ) announced on March 10, 2017 that it will temporarily extend the “Pilot Program” applicable to offenses under the U.S. Foreign Corrupt Practices Act (FCPA). Previously set to expire on April…more

Compliance, Cooperation, DOJ, FCPA, Federal Pilot Programs

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Revised Draft Rule G-42: MSRB Continues to Fine-Tune Rules Applicable to Municipal Advisors

On July 23, 2014, the Municipal Securities Rulemaking Board (MSRB) issued Regulatory Notice 2014-12 requesting comments on a revised draft of MSRB Rule G-42 on standards of conduct and duties of municipal advisors when engaging…more

Code of Conduct, Conflicts of Interest, Disclosure Requirements, General Solicitation, MSRB

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Chasing Waterfalls

Previously I discussed the importance of a company’s cap table. In addition to the importance of the cap table while the company is a going concern, it is critically important during the exit because it is a key tool in…more

Convertible Debt, Investors, Promissory Notes, Shareholders, Startups

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Court Denies Motion for a Negative Inference Based upon Plaintiff’s Alleged Deletion of Emails

In one of the first cases applying the 2016 amendments to the federal discovery rules, on March 11, 2016, Judge Pratter of the United States District Court for the Eastern District of Pennsylvania issued a Memorandum Opinion…more

Breach of Contract, Corporate Counsel, Discovery, Electronically Stored Information, Email

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Statutory Damages for Infringement of your Copyrights and Trademarks

Statutory damages for copyright and trademark infringement are damages provided for under federal law, which is an advantage to the claimant because other types of damages (lost profits, compensatory damages) can be difficult to…more

Copyright Infringement, Statutory Damages, The Copyright Act, Trademark Infringement, Willful Infringement

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Important Immigration Updates and Reminders – January 2017

President Trump’s Executive Orders - Throughout his campaign, and now as President, Donald Trump has indicated that his immigration reform efforts will focus mainly on illegal immigration, as well as tighter immigration…more

Executive Orders, Foreign Nationals, Immigrants, Immigration Reform, Trump Administration

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Supreme Court of Pennsylvania Holds Lease Exception of Local Tax Enabling Act Does Not Prevent Business Privilege Tax from Applying to Real Estate Leasing Businesses

On December 21, 2015, the Supreme Court of Pennsylvania held that the exception in 53 P.S. §6924.301.1(f)(1) of the Local Tax Enabling Act (LTEA), which prohibits the taxation of leases and lease transactions, does not preclude…more

Business Privilege Tax, Commercial Leases, Leases, Municipalities, PA Supreme Court

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Update on the SEC's MCDC Initiative

Many issuers and other obligors of tax-exempt bonds (Issuers) have asked about the status of the Municipalities Continuing Disclosure Cooperation initiative (MCDC). Much attention has been directed to the February 2, 2016…more

MCDC, SEC, Self-Reporting, Tax-Exempt Bonds, Underwriting

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Attacking Cybersecurity from the Inside Out: Part III

Over the last couple of weeks, we’ve explored the steps a company’s leadership team should take to prioritize cybersecurity and how businesses can improve their cybersecurity strategy by enhancing their employee-level cyber…more

Cyber Threats, Cybersecurity, Hackers, Service Level Agreements

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Pennsylvania Statute May Jeopardize Powers of Attorney and Confessions of Judgment in Loan Documents – Deja Vu All Over Again

Pennsylvania’s power of attorney law has recently undergone significant changes by virtue of legislation that went into effect January 1, 2015. Among other instruments and transactions affected, the new law will impact all loan…more

Fiduciary Duty, Loans, New Legislation, Power of Attorney, Security Agreements

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Proposed Riverfront Interim Planning Overlay District to Provide Additional Zoning Regulations in Pittsburgh

On Tuesday, May 24, 2016, Pittsburgh City Council passed an ordinance creating a new Interim Planning Overlay District (IPOD) along all of Pittsburgh’s nearly 35 miles of riverfront. The IPOD legislation was initiated by the…more

Property Owners, Real Estate Development, Waterfront Properties, Zoning Laws

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Third Circuit Decision Confirms Jury Decision Disallowing Deduction of Certain Post-Production Costs from Royalty Checks

On October 24, 2016, in Pollock v. Energy Corp. of Am., Nos. 15-2648 & 15-2649, 2016 WL 6156313 (3d Cir. Oct. 24, 2016), a panel of the United States Court of Appeals for the Third Circuit denied Energy Corporation of America’s…more

Energy Sector, Land Owners, Oil & Gas, Royalties

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SEC Reproposes Rule 13q-1 Requiring Extraction Industries to Publicly Disclose Payments to Governments

On Friday, December 11th, the Securities and Exchange Commission (SEC) voted to repropose Rule 13q-1 to require disclosure of certain payments made by resource extraction companies to the U.S. or other governments. The…more

Dodd-Frank, Public Disclosure, Resource Extraction, SEC

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Dispute Resolution Boards: Understanding Their Form, Function and Benefits

There is a growing trend in Construction leaning towards “preventative law” in the shape of what is referred to as Dispute Resolution Boards (“DRB”), resulting in saving time, project costs, and legal fees both during and after…more

Construction Contracts, Dispute Resolution Boards

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P3 Infrastructure Forum

My partner Bob Shuster and I recently attended the annual P3 Infrastructure Forum in NYC. Organized by InfraAmericas, it brings public and private players in the P3 space together for a couple of days to discuss the status of…more

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California Prohibits Out-of-State Venue and Choice-of-Law Provisions in Employee Agreements

On September 25, California’s labor law became even more employee-friendly with the addition of Section 925. Under Section 925, employers generally cannot require employees who primarily reside in California to litigate or…more

Arbitration, Choice-of-Law, Employment Contract

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Preservation of ESI Under Rule 37(e)

In the short amount of time since the amendment to Rule 37(e) of the Federal Rules of Civil Procedure, courts have confronted the task of applying the parameters of this newly revised Rule. Importantly, in contrast to the prior…more

Discovery, Duty to Preserve, Electronically Stored Information, Federal Rules of Civil Procedure, FRCP 37(e)

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NJ Appeals Court Upends Nursing Home Negligence Suit

In a decision with far-reaching ramifications for long-term care litigation, the Superior Court of New Jersey, Appellate Division held that § 30:13-4.2 of the Nursing Home Responsibilities and Residents’ Rights Act (NHA) does…more

Appeals, Expert Testimony, Long Term Care Facilities, Long-Term Care, Negligence

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Open Source Software….A Quick FAQ

Some complicated topics are easy and some easy topics are complicated. This one is actually both. So let’s just start with some of the fundamentals: What is the difference between “closed” source and “open”…more

Licenses, Open Source Software, Popular, Software, Software Developers

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Entity Selection Series | Part Two: The Benefits of a Corporation

In Part One of the entity selection series we discussed the benefits of a Limited Liability Company for organizing your business venture. In this edition, we will discuss the benefits of a standard corporation (a “Subchapter C”…more

Board of Directors, Business Formation, C-Corporation, Fiduciary Duty, Limited Liability Company (LLC)

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HIPAA Breaches: What They Are and What You Can Do to Protect Your Clients

45 CFR §§ 164.400-414– otherwise known as the HIPAA Breach Notification Rule– requires all entities and businesses covered by HIPAA to disclose any breaches of unsecured protected health information (PHI). In order to protect…more

Breach Notification Rule, Cybersecurity, HIPAA, PHI

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Ninth Circuit Rules an Employer Willfully Violated the Fair Credit Reporting Act by Including Liability Waiver With the Disclosure Form

In a case of first impression, the Ninth Circuit ruled that an employer willfully violated the Fair Credit Reporting Act (FCRA) by including a liability waiver in a disclosure and authorization form that it provided to a job…more

Background Checks, Employer Liability Issues, FCRA, Hiring & Firing, Job Applicants

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Delaware Supreme Court Weighs In On “Direct v. Derivative” Question Certified By Second Circuit

In Citigroup Inc. v. AHW Investment Partnership, No. 641, 2015 (Del. May 24, 2016), the Delaware Supreme Court answered a certified question of law presented by the Second Circuit Court of Appeals allowing shareholders claiming…more

Citigroup, DE Supreme Court, Misrepresentation, Mortgage-Backed Securities, Shareholders

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U.S. Supreme Court Rules Decorative Elements Can Be Copyrighted

On Wednesday, March 22, 2017, the U.S. Supreme Court, in a 6 to 2 decision, affirmed a decision of the United States Court of Appeals for the Sixth Circuit in favor of Varsity Brands, Inc., et al. (Varsity). The Supreme Court…more

Cheerleaders, Copyright, Copyright Infringement, Fashion Design, SCOTUS

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Pennsylvania Commonwealth Court Enjoins Selected Provisions of Recently-Promulgated Oil and Natural Gas Regulations

On November 8, 2016, the Pennsylvania Commonwealth Court issued an opinion (78a Injunction) enjoining eight provisions (or portions thereof) of the newly-promulgated unconventional oil and natural gas regulations found at 25 Pa…more

Department of Environmental Protection, Natural Gas, Oil & Gas

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Court Affirms Electronic Notes are Enforceable in Florida

Recently, the District Court of Appeal for the Fourth District of Florida affirmed that electronic signatures are enforceable against a borrower in a foreclosure action. On April 1, 2008, two borrowers executed an electronic…more

Borrowers, E-Signatures, Foreclosure, Lenders, MERS

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Banks Beware: DIP Loans May Prime Setoff Rights

This question was posed to counsel seeking to have a debtor in possession (DIP) loan prime a setoff right, a situation which – if not monitored and timely objected to – may result in a bank (or other entity with a setoff right)…more

Bankruptcy Code, Banks, Debtors, Debtors-in-Possession, Liens

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Indemnification In Commercial Agreements – What Is It And Should You Be Concerned About It?

Most commercial contracts contain what is called an “indemnification” provision. Indemnification is an obligation to be responsible for whatever losses another party might suffer if certain events occur. Such losses might…more

Breach of Contract, Damages, Indemnity, Startups

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Affordable Care Act Retaliation Complaint Procedures Finalized

On October 12, 2016, the U.S. Department of Labor issued its Final Rule governing retaliation complaints under the Affordable Care Act (ACA). The ACA is one of more than 20 whistleblower laws that are administered by the Labor…more

Affordable Care Act, Burden of Proof, Consumer Product Safety Improvement Act (CPSIA), Corporate Counsel, DOL

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Attacking Cybersecurity from the Inside Out: Part III

Over the last couple of weeks, we’ve explored the steps a company’s leadership team should take to prioritize cybersecurity and how businesses can improve their cybersecurity strategy by enhancing their employee-level cyber…more

Cyber Threats, Cybersecurity, Hackers, Service Level Agreements

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Attacking Cybersecurity from the Inside Out: Part III

Over the last couple of weeks, we’ve explored the steps a company’s leadership team should take to prioritize cybersecurity and how businesses can improve their cybersecurity strategy by enhancing their employee-level cyber…more

Cyber Threats, Cybersecurity, Hackers, Service Level Agreements

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Energy-Related Legislation Moves Forward

A flurry of energy-related legislation moved forward over the past week, including several measures aimed at overturning controversial rules from the Environmental Protection Agency (EPA). While most will not become law – either…more

Clean Power Plan, Energy Sector, EPA, Pending Legislation, Waters of the United States

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Energy Insider Interview Series: David McCurdy, CEO, American Gas Association

Ed Hild: Let’s talk a little bit about the new Presidential administration and what impact it might have on the gas industry. Throughout the campaign, President Trump spent a lot of time talking about relaxing regulations on…more

Cybersecurity, Energy Sector, FERC, Natural Gas, NIST

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Federal Circuit Issues First Opinion From Appeal of an IPR Final Written Decision

On February 4, 2015, the Federal Circuit issued its long-awaited decision in In re Cuozzo Speed Technologies LLC, Case No. 2014-1301 (Feb. 4, 2015), which addresses several novel issues concerning the new AIA procedure for Inter…more

America Invents Act, Appeals, Cuozzo Speed Technologies, Final Judgment, Inter Partes Review (IPR) Proceeding

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Reminder: Florida Minimum Wage Increase Effective January 2015

Florida’s minimum wage will increase from $7.93 to $8.05 per hour effective January 1, 2015. Also effective January 1, minimum wage for tipped employees will increase from $4.91 to $5.03 per hour, plus tips (keeping the tip…more

Hospitality Industry, Minimum Wage, Restaurant Industry, Tips

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IRS and DOJ are Reviewing and Scrubbing Offshore Accounts Data to Build Civil and Criminal Cases

During the June 24, 2016 Tax Controversy Conference held at New York University, officials from both the Department of Justice (DOJ) and the Internal Revenue Service (IRS) emphasized their focus on analyzing the avalanche of…more

DOJ, FATCA, FBAR, FinCEN, IRS

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The Juicy Truth – Supreme Court Rules that POM May Bring False Advertising Claim Based on Coke’s Misleading Juice Label

On June 12, 2014, the Supreme Court issued an opinion holding that the Federal Food, Drug and Cosmetic Act (FFDCA) does not presumptively bar Lanham Act claims that challenge food and beverage labels. This decision comes at a…more

Advertising, Coca Cola, False Advertising, FDA, FDCA

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Commercial Leasing Do’s and Don’ts

Commercial leases set out all of the rules and requirements that will govern a business relationship for a long period of time. Real property location and costs are significant elements of any successful business operation. In…more

Commercial Leases, Commercial Tenants, Contract Drafting, Contract Terms, Land Use Restrictions

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Unconventional Natural Gas Operators – What You Need to Know about New Deadlines and Reporting Requirements under Pennsylvania’s New Regulations

Final environmental regulations for unconventional natural gas wells (Chapter 78a Regulations) were published in the Pennsylvania Bulletin (Bulletin) and immediately enforceable on October 8, 2016. The Chapter 78a Regulations…more

Department of Environmental Protection, Natural Gas, Oil & Gas, Reporting Requirements

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Trademark Trial Appeal Board Sustains Fraud Claim

On September 30, 2014, the Trademark Trial and Appeal Board (TTAB) at the U.S. Patent and Trademark Office (PTO) issued a precedential opinion in favor of a Buchanan Ingersoll & Rooney client, Nationstar Mortgage, LLC. The…more

Fraud, Precedential Opinion, Trademark Trial and Appeal Board, Trademarks, USPTO

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Ground Leasing Commercial Property? Ask the Lender First

Financing ground leases has become an increasingly significant part of commercial real estate lending. However, ground tenants, as borrowers, and their attorneys often fail to include integral lender protections when documenting…more

Commercial Leases, Landlords, Leases, Lenders, SNDAs

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Deadline: Foreign Bank Account Reports Due June 30, 2016

Any U.S. person who has a financial interest in or signature authority over one or more foreign financial accounts with an aggregate value over $10,000 (on any day of the year) must report the accounts to the Treasury Department…more

FBAR, FinCEN, Foreign Bank Accounts, Foreign Financial Assets

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Pennsylvania's New Medical Marijuana Act Implicates Employer Drug Policies

Pennsylvania’s Medical Marijuana Act (Act), effective May 17, 2016, makes the use, possession and distribution of marijuana lawful in the Commonwealth of Pennsylvania, provided the individual using, possessing and/or…more

Employment Policies, Hiring & Firing, Marijuana, Medical Marijuana, Popular

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Maryland Phases-In Increased Exemptions for Estate Tax

Currently, in addition to any federal estate tax, Maryland imposes an estate tax on property that passes upon the death of an individual on the amount of the decedent’s taxable estate in excess of $1 million. The maximum rate of…more

Beneficiaries, Estate Tax, Exemptions, New Legislation, Property Tax

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Sales & Use Tax to Increase, Base to be Expanded Under 2015-2016 Budget Proposal

Pennsylvania Governor Tom Wolf released his proposed 2015-2016 state General Fund budget on March 3, 2015. It sets forth a spending plan of $29.9 billion, increasing state expenditures by $836.5 million or 2.8 percent (after…more

Sales & Use Tax, State Budgets, Tax Exemptions

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Supreme Court Holds That Disparate-Impact Claims are Available Under the FHA

The Fair Housing Act (FHA) prohibits lenders, brokers, landlords or any other person from discriminating against a person seeking to rent, purchase or secure financing on a home. The FHA specifically prohibits discrimination on…more

ADEA, Affordable Housing, Burden of Proof, Disparate Impact, Evidence

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Bankruptcy Law "Trumps" The National Labor Relations Act in Casino Reorganization Case

In a case of first impression, the United States Court of Appeals for the Third Circuit recently ruled that federal bankruptcy courts may extinguish a Chapter 11 employer’s obligations under an expired collective bargaining…more

Chapter 11, Collective Bargaining Agreements (CBA), Commercial Bankruptcy, Corporate Counsel, First Impression

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171 and Done, Elimination of the Capital Stock and Foreign Franchise Taxes in Pennsylvania

On January 4, 2016, Pennsylvania Governor Tom Wolf announced the elimination of the capital stock and foreign franchise tax effective January 1, 2016. Prior to 2016, all domestic corporations formed in Pennsylvania, including…more

Franchise Taxes, Limited Liability Company (LLC), Limited Partnerships, Transfer Taxes

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Presidential Executive Order Seeks to Ban Federal Contractors with a History of Employment Law Violations

This week, the President signed an Executive Order designed to debar federal contractors (with contracts valued over $500,000) with a history of employment law violations from doing business with the federal government…more

Barack Obama, Executive Orders, Federal Contractors, Policy Violations

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Application Deadline for the CITF Grant and Loan Program – February 26, 2016

The deadline to submit applications for Community Infrastructure and Tourism Fund (CITF) grants and loans is February 26, 2016. There is an estimated $6,600,000 available in grants and loans for approved applicants. The maximum…more

Economic Development, Grants, Infrastructure, Loans, Real Estate Development

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Forbear or Beware: Are Forbearance Agreements the Solution to California Creditors' Nightmares?

In commercial and real estate disputes, the creditor oftentimes agrees to settle his claim for a discounted amount payable in fixed installments over time, but, at the same time, the creditor requires the debtor to secure its…more

Commercial Loans, Creditors, Forbearance Agreements, Judgment Creditors, Promissory Notes

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Partners in Service: Benefits of a Lawyer-Client Pro Bono Team

As attorneys, we are fortunate to be in a profession that provides a unique and meaningful opportunity to serve our community. Pro bono service allows us to put our specialized skills and experience to work to better the lives…more

Business Development, Client Services, Pro Bono, Young Lawyers

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Risks of Over-Medicating Residents and Potential Liability Under the FCA

According to the Complaint, Country Villa Watsonville East Nursing Center (now Watsonville Nursing Center) and Country Villa Watsonville West Nursing and Rehabilitation Center (now Watsonville Post-Acute Center) “persistently…more

CMS, Enforcement Actions, False Claims Act (FCA), Nursing Homes, Prescription Drugs

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The Zika Threat Is Now In Our Backyard! What Employers Need To Know

As the dog days of summer draw to a close, many United States residents continue to think of the Zika virus as that slight distraction to Olympic athletes and the fans who cheered them to victory in the Rio games. However, what…more

ADA, CDC, Infectious Diseases, OSHA, Popular

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Texas Federal Court Issues Nationwide Injunction Barring Implementation of New Overtime Rules

Yesterday, a federal court in Texas ruled that the U.S. Department of Labor (DOL) unlawfully issued its Final Rule raising the minimum annual salary threshold for most "white collar" overtime exemptions under the Fair Labor…more

DOL, FLSA, Minimum Salary, Over-Time, Preliminary Injunctions

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Use of Additional Insured Status to Reduce Attorneys' Fees

Although insurance requirements are typically addressed in most construction contracts, they are often given minimum attention. On the other hand, attorneys’ fees are always a major concern. Notwithstanding, requiring…more

Additional Insured, Attorney's Fees, Commercial General Liability Policies, Contractors, Subcontractors

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Three Ways the Clean Power Plan Won’t Be Overturned...And Why They Still Matter

Over the last seven years, the President and Congress have waged a number of battles over key pieces of legislation. In some cases, Congress has attempted to roll back or overturn policies and laws through votes in the House and…more

Clean Power Plan, Energy & Climate Debates, Energy Sector, EPA

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Discovery of Secondary Considerations Information at PTAB

The Patent Trial and Appeal Board’s rules allow parties to request discovery in inter partes review proceedings.[1] In light of the strict standard for authorizing “additional discovery,” these requests are granted in very…more

Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents

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Discovery of Secondary Considerations Information at PTAB

The Patent Trial and Appeal Board’s rules allow parties to request discovery in inter partes review proceedings.[1] In light of the strict standard for authorizing “additional discovery,” these requests are granted in very…more

Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents

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Are You Affected by the Changes to the Individual Taxpayer Identification Number (ITIN)?

The Internal Revenue Service (IRS) recently announced changes to the Individual Taxpayer Identification Number (ITIN) program that now require some individuals to renew their ITIN. Taxpayers with expiring ITINs will receive a…more

Foreign Taxpayers, IRS, ITIN

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Important Immigration Updates and Reminders – January 2017

President Trump’s Executive Orders - Throughout his campaign, and now as President, Donald Trump has indicated that his immigration reform efforts will focus mainly on illegal immigration, as well as tighter immigration…more

Executive Orders, Foreign Nationals, Immigrants, Immigration Reform, Trump Administration

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Third Circuit Decision Confirms Jury Decision Disallowing Deduction of Certain Post-Production Costs from Royalty Checks

On October 24, 2016, in Pollock v. Energy Corp. of Am., Nos. 15-2648 & 15-2649, 2016 WL 6156313 (3d Cir. Oct. 24, 2016), a panel of the United States Court of Appeals for the Third Circuit denied Energy Corporation of America’s…more

Energy Sector, Land Owners, Oil & Gas, Royalties

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Let’s Be Clear: Federal Contractors Must Properly Notify their Employees about Pay Transparency

The U.S. Department of Labor – Office of Federal Contract Compliance Programs' (OFCCP) final rule on regulations implementing President Obama’' Executive Order on pay transparency went into effect on January 11, 2016 (Final…more

Anti-Discrimination Policies, DOL, EEO, Federal Contractors, Final Rules

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California Enhances Discrimination Laws

The California Fair Employment and Housing Act (FEHA) was recently amended in several significant respects. These amendments include: (a) expanding FEHA’s scope to cover employers with at least five employees, only one of whom…more

Anti-Discrimination Policies, Anti-Harassment Policies, DFEH, FEHA, Pregnancy Disability Leave Law

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Forming a Tax-Exempt Section 501(c)(3) Corporation

Although startups are traditionally for-profit ventures, the same principles used to launch a successful startup also apply to the formation of philanthropic enterprises. Generally when people discuss nonprofits, they are…more

501(c)(3), Articles of Incorporation, Exempt Organizations, Internal Revenue Code (IRC), IRS

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Preservation of ESI Under Rule 37(e)

In the short amount of time since the amendment to Rule 37(e) of the Federal Rules of Civil Procedure, courts have confronted the task of applying the parameters of this newly revised Rule. Importantly, in contrast to the prior…more

Discovery, Duty to Preserve, Electronically Stored Information, Federal Rules of Civil Procedure, FRCP 37(e)

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OCC Issues Handbook on Oil and Gas Exploration and Production Lending

Oil and gas exploration and production companies (E&P Companies) are in the news because they are restructuring or filing bankruptcy as a result of the fall in oil and gas prices. On March 16, 2016, the Office of the Comptroller…more

Banks, Exploration and Production Assets, Handbooks, Lending, OCC

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Federal Circuit Issues First Opinion From Appeal of an IPR Final Written Decision

On February 4, 2015, the Federal Circuit issued its long-awaited decision in In re Cuozzo Speed Technologies LLC, Case No. 2014-1301 (Feb. 4, 2015), which addresses several novel issues concerning the new AIA procedure for Inter…more

America Invents Act, Appeals, Cuozzo Speed Technologies, Final Judgment, Inter Partes Review (IPR) Proceeding

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Legal Ramifications of the Bedbug Renaissance

Recently, several states and municipalities have increased landlords’ responsibility pertaining to prevention, disclosure and treatment of bedbugs in their housing units. As many unfortunately know, controlling a bedbug…more

Bedbugs, Health and Safety, Implied Warranty of Habitability, Landlords, Municipalities

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Trademark Trial Appeal Board Sustains Fraud Claim

On September 30, 2014, the Trademark Trial and Appeal Board (TTAB) at the U.S. Patent and Trademark Office (PTO) issued a precedential opinion in favor of a Buchanan Ingersoll & Rooney client, Nationstar Mortgage, LLC. The…more

Fraud, Precedential Opinion, Trademark Trial and Appeal Board, Trademarks, USPTO

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Section 162(m) Compliance Reminder

Compensation paid by a publicly-traded corporation to its Chief Executive Officer and three other highest compensated officers (other than the Principal Financial Officer) is generally not tax deductible to the extent the…more

Executive Compensation, IRS, Publicly-Traded Companies, Section 162(m), Stock Options

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Texas Federal Court Issues Nationwide Injunction Barring Implementation of New Overtime Rules

On November 22, 2016, a federal court in Texas ruled that the U.S. Department of Labor (DOL) unlawfully issued its Final Rule raising the minimum annual salary threshold for most “white collar” overtime exemptions under the Fair…more

DOL, Exempt-Employees, FLSA, Minimum Salary, Non-Exempt Employees

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Attacking Cybersecurity from the Inside Out: Part III

Over the last couple of weeks, we’ve explored the steps a company’s leadership team should take to prioritize cybersecurity and how businesses can improve their cybersecurity strategy by enhancing their employee-level cyber…more

Cyber Threats, Cybersecurity, Hackers, Service Level Agreements

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ICYMI: Energy & Environmental News Roundup

Oil & Gas - Bureau of Land Management Accepts Bids for Oil & Gas Leases in Wayne National Park - On Tuesday, December 13, 2016, the federal Bureau of Land Management (BLM) began accepting bids for oil and gas leases on…more

Bureau of Land Management, Clean Energy, EPA, Investors, Oil & Gas

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Pennsylvania Commonwealth Court Rejects Department of Revenue’s Attempt to Expand Realty Transfer Tax on Leases

In a decision issued yesterday in Saturday Family and Techspec Inc. v. Commonwealth, the Pennsylvania Commonwealth Court reversed the decisions of the administrative boards and rejected the Department of Revenue’s attempt to…more

Appraisal, Department of Revenue, Fair Market Value, Landlords, Realty Transfer Taxes

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Keeping Your Family Foundation in Compliance

The 2016 election cycle made front page news of certain failures in compliance by both the Bill, Hillary & Chelsea Clinton Foundation and The Donald J. Trump Foundation. Every new year brings new goals and, for every family with…more

Charitable Donations, Charitable Organizations, Excise Tax, Internal Revenue Code (IRC), IRS

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SEC Reproposes Rule 13q-1 Requiring Extraction Industries to Publicly Disclose Payments to Governments

On Friday, December 11th, the Securities and Exchange Commission (SEC) voted to repropose Rule 13q-1 to require disclosure of certain payments made by resource extraction companies to the U.S. or other governments. The…more

Dodd-Frank, Public Disclosure, Resource Extraction, SEC

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SEC Reproposes Rule 13q-1 Requiring Extraction Industries to Publicly Disclose Payments to Governments

On Friday, December 11th, the Securities and Exchange Commission (SEC) voted to repropose Rule 13q-1 to require disclosure of certain payments made by resource extraction companies to the U.S. or other governments. The…more

Dodd-Frank, Public Disclosure, Resource Extraction, SEC

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Win for Employer in New Jersey Whistleblower Case

In a 5-1 ruling, the New Jersey Supreme Court affirmed the Appellate Division’s ruling that a nurse who claimed that he was fired for blowing the whistle on alleged improper patient care could not rely on a nurse’s professional…more

Employer Liability Issues, Whistleblower Protection Policies, Whistleblowers

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OCC Issues Handbook on Oil and Gas Exploration and Production Lending

Oil and gas exploration and production companies (E&P Companies) are in the news because they are restructuring or filing bankruptcy as a result of the fall in oil and gas prices. On March 16, 2016, the Office of the Comptroller…more

Banks, Exploration and Production Assets, Handbooks, Lending, OCC

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PUC Steps In To Protect Supplier From Defending Phantom Allegations and Complaints Outside Its Jurisdiction

Granting a Motion for Summary Judgment and dismissing Complaints filed against a competitive electric generation supplier (EGS), Blue Pilot Energy (Blue Pilot), the Pennsylvania Public Utility Commission (PUC) issued an Order…more

ALJ, Electric Generation Suppliers, Electricity, Jurisdiction, Public Utilities Commission

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Ninth Circuit Holds That Cure Amount May Include Post-Default Rate of Interest

In Pacifica L 51 LLC v. New Investments, Inc. (In re New Investments, Inc.), 840 F.3d 1137 (9th Cir. 2016), the Ninth Circuit Court of Appeals held that Section 1123(d) of the Bankruptcy Code provides that a cure amount may…more

Bankruptcy Code, Chapter 11, Debtors, Secured Creditors

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Eleventh Circuit Approves Non-Consensual, Non-Debtor Releases in Chapter 11 Plan

In March 2015, the Eleventh Circuit Court of Appeals made clear that bankruptcy courts in that circuit can, under certain circumstances, confirm a Chapter 11 plan that includes non-consensual, non-debtor releases – the position…more

Affiliates, Bankruptcy Plans, Chapter 11, Commercial Bankruptcy, Creditors

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Bankruptcy Court Assesses Sanctions on Mortgage Servicer for Failure to File Notices Relating to Residential Mortgage Loans

In re Gravel, ____ B.R. _____, Case Nos. 11-10112, 11-10281, 12-10512, 2016 WL 4765773 (Bankr. D.Vt. September 12, 2016) - In September of 2016, the United States Bankruptcy Court for the District of Vermont assessed…more

Bankruptcy Court, Chapter 13, Consumer Bankruptcy, Debtors, Mortgage Servicers

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BP Oil Spill Update

On April 18, 2012, BP Exploration and Production Inc. and BP America Production Company (collectively “BP”) entered into an economic and property damages class action settlement with the Plaintiffs’ Steering Committee in the…more

BP, BP Claims Program, Class Action, Complex Litigation, Economic Damages

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Bankruptcy Court Assesses Sanctions on Mortgage Servicer for Failure to File Notices Relating to Residential Mortgage Loans

In re Gravel, ____ B.R. _____, Case Nos. 11-10112, 11-10281, 12-10512, 2016 WL 4765773 (Bankr. D.Vt. September 12, 2016) - In September of 2016, the United States Bankruptcy Court for the District of Vermont assessed…more

Bankruptcy Court, Chapter 13, Consumer Bankruptcy, Debtors, Mortgage Servicers

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FTC Antitrust Guidance for Human Resources Professionals

On October 20, 2016, the Federal Trade Commission (FTC) and U.S. Department of Justice (DOJ) Antitrust Division (together the Agencies) released Guidance for Human Resource Professionals on how antitrust laws applies to employee…more

DOJ, FTC, FTC Act, Human Resources Professionals, Popular

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SEC Reproposes Rule 13q-1 Requiring Extraction Industries to Publicly Disclose Payments to Governments

On Friday, December 11th, the Securities and Exchange Commission (SEC) voted to repropose Rule 13q-1 to require disclosure of certain payments made by resource extraction companies to the U.S. or other governments. The…more

Dodd-Frank, Public Disclosure, Resource Extraction, SEC

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Challenges in Amending Claims in an IPR: The Evolving Burden on a Patent Owner

Amending claims during an inter partes review (IPR) proceeding is not like amending claims during ex parte prosecution or a reexamination procedure. Generally, the patent owner has only one chance to propose substitute claims…more

Administrative Proceedings, Inter Partes Review (IPR) Proceeding, Obviousness, Patent Litigation, Patent Trial and Appeal Board

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SEC Reproposes Rule 13q-1 Requiring Extraction Industries to Publicly Disclose Payments to Governments

On Friday, December 11th, the Securities and Exchange Commission (SEC) voted to repropose Rule 13q-1 to require disclosure of certain payments made by resource extraction companies to the U.S. or other governments. The…more

Dodd-Frank, Public Disclosure, Resource Extraction, SEC

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Standing in Foreclosure Cases: Still a Recurring Issue

On July 13, 2016, Florida’s Fourth District Court of Appeal held that summary judgment was improperly entered because an affidavit filed by a substitute plaintiff conflicted with the mortgage foreclosure complaint as to what…more

Borrowers, Foreclosure, Mortgages, Standing, Summary Judgment

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Sales & Use Tax to Increase, Base to be Expanded Under 2015-2016 Budget Proposal

Pennsylvania Governor Tom Wolf released his proposed 2015-2016 state General Fund budget on March 3, 2015. It sets forth a spending plan of $29.9 billion, increasing state expenditures by $836.5 million or 2.8 percent (after…more

Sales & Use Tax, State Budgets, Tax Exemptions

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Eleventh Circuit Holds that a Debtor who Elects to “Surrender” Real Property Cannot Oppose the Lender’s Foreclosure Case

In In re Failla, 838 F.3d 1170 (11th Cir. Oct. 4, 2016), the Eleventh Circuit resolved a split among Florida bankruptcy judges by ruling that a debtor who elects to "surrender" real property during its bankruptcy case cannot…more

Chapter 7, Consumer Bankruptcy, Creditors, Debtors, Foreclosure

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Covenants Not to Sue in Connection with Nuisance and Other Property Claims Can Be Enforceable against Future Owners

At times, where a developer seeks to obtain an easement from a landowner for the construction of infrastructure or improvements on or adjacent to the landowner’s property, the landowner may request additional consideration to…more

Covenant Not to Sue, Easements, Infrastructure, Nuisance

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The Myth of Mesivtah – The Mistaken Claim that this Pennsylvania Supreme Court Decision Changed Tax Exemption Law. It Didn’t.

Many taxing bodies characterize the Pennsylvania Supreme Court’s decision in Mesivtah Eitz Chaim of Bobov v. Pike County Board of Property Assessment, 44 A.3d 3 (Pa. 2012), as having profoundly changed Pennsylvania charitable…more

Constitutional Amendment, PA Supreme Court, Property Tax, Public Charities, Tax Exemptions

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Pennsylvania Court Ends Ban on Ex-Offenders Working in Nursing Homes

The Pennsylvania Commonwealth Court recently declared that a portion of the Pennsylvania Older Adults Protective Services Act, 35 P.S. §§ 10225.101, et seq. (Act), which prohibited individuals with certain criminal convictions…more

Amended Regulation, Criminal Records, Elder Abuse, Hiring & Firing, Nursing Homes

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Important Immigration Updates and Reminders – January 2017

President Trump’s Executive Orders - Throughout his campaign, and now as President, Donald Trump has indicated that his immigration reform efforts will focus mainly on illegal immigration, as well as tighter immigration…more

Executive Orders, Foreign Nationals, Immigrants, Immigration Reform, Trump Administration

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Groundwork for an M&A Exit – Due Diligence Topics

Selling the company involves a lot of time and effort for management, but there are a few things you can do to get ready for a sale to improve the speed and reduce somewhat the pain of the process. Below are tips on…more

Acquisitions, Due Diligence, Mergers, Non-Disclosure Agreement

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FinCEN's New Rules for High-End Real Estate Purchased by Entities

On January 13, 2016, the Department of the Treasury's Financial Crimes Enforcement Network (FinCEN) announced Geographic Targeting Orders (GTOs) designed to gather data related to its anti-money laundering efforts in the Borough…more

Anti-Money Laundering, FinCEN, Geographic Targeting Order, New Regulations, Real Estate Market

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Federal Circuit Issues First Opinion From Appeal of an IPR Final Written Decision

On February 4, 2015, the Federal Circuit issued its long-awaited decision in In re Cuozzo Speed Technologies LLC, Case No. 2014-1301 (Feb. 4, 2015), which addresses several novel issues concerning the new AIA procedure for Inter…more

America Invents Act, Appeals, Cuozzo Speed Technologies, Final Judgment, Inter Partes Review (IPR) Proceeding

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OCC Issues Handbook on Oil and Gas Exploration and Production Lending

Oil and gas exploration and production companies (E&P Companies) are in the news because they are restructuring or filing bankruptcy as a result of the fall in oil and gas prices. On March 16, 2016, the Office of the Comptroller…more

Banks, Exploration and Production Assets, Handbooks, Lending, OCC

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Property Owner Challenges Liens Recorded After Florida Foreclosure Judgment – Appeal Likely

Mortgage lenders and prospective purchasers of foreclosure properties in Florida are keeping a close eye on a recent District Court of Appeals case, Ober v. Town of Lauderdale-by-the-Sea. In August 2016, the District Court of…more

Bank of America, Foreclosure, Mortgage Lenders, Mortgages, Property Owners

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Business Succession (a/k/a “Buy-Sell”) Agreements: Plan Ahead for the Unexpected

Unexpected events happen in business, just as in all other aspects of life. The death, disability, retirement or “divorce” of business owners can jeopardize a healthy business or send it into a financial tailspin. That’s why…more

Succession Planning

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OCC Issues Handbook on Oil and Gas Exploration and Production Lending

Oil and gas exploration and production companies (E&P Companies) are in the news because they are restructuring or filing bankruptcy as a result of the fall in oil and gas prices. On March 16, 2016, the Office of the Comptroller…more

Banks, Exploration and Production Assets, Handbooks, Lending, OCC

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Touched by an Angel – The HALOS Act

On January 10, 2017, the House of Representatives passed “Helping Angels Lead Our Startups Act” (the “HALOS Act”), which is intended to ease formal restrictions on general solicitation. The HALOS Act still needs to be approved…more

Angel Investors, General Solicitation, HALOS Act, Regulation D, SEC

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Commonwealth Court Rejects Constitutional Challenge to Natural Gas Production on State-Owned Lands and Use of Lease Funds in General Budget

The Commonwealth Court of Pennsylvania has dismissed a lawsuit filed by the Pennsylvania Environmental Defense Foundation (PEDF) to declare unconstitutional and enjoin natural gas extraction from State park and forest land. PEDF…more

Mineral Extraction, Mineral Leases, Natural Gas, Public Land, Resource Extraction

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PIPELINE SERIES PART III – The Benefits of a Collaborative Approach

Undoubtedly, any efforts to introduce a new transmission pipeline review process will take time and effort, but a potential Federal-State Partnership Process will have benefits for almost all of the parties involved in what has…more

Natural Gas, Oil & Gas, Pipelines

See All Updates »

The New Insider Trading Landscape: United States v. Newman and Its Impact on Pending Insider Trading Prosecutions

On December 10, 2014, the United States Court of Appeals for the Second Circuit vacated the convictions of two hedge fund portfolio managers for trading on material non-public or “inside,” information that came to the managers…more

Appeals, Criminal Prosecution, Hedge Funds, Illegal Tipping, Insider Trading

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New York Increases its Minimum Wage Rate and the Minimum Salary Level for Exempt

New York is among a number of states implementing minimum wage increases for 2017; however, New York also increased the minimum salary levels needed to be considered exempt from overtime pay requirements under state law. On…more

DOL, Exempt-Employees, Minimum Salary, Minimum Wage, Over-Time

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West Virginia Enacts Right-to-Work Legislation

On July 1, 2016, the State of West Virginia will become the 26th state to enact right-to-work legislation, prohibiting employers from requiring union membership, or the contribution of union dues as a condition of employment…more

Collective Bargaining, Corporate Counsel, Right to Work, Taft-Hartley Act, Unfair Labor Practices

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Eight-Justice High Court Hands a Narrow Victory to Data Aggregation Site … For Now

"[E]ven if you are given a right to the procedure, that alone does not suffice for standing." "[I]t has to be something more than just the violation of . . . what Congress says is a legal right." At the November 2, 2015, oral…more

Article III, Class Action, FCRA, Injury-in-Fact, SCOTUS

See All Updates »

CMS Relaxes 60-Day Repayment/Self-Disclosure Rule

On February 11, 2016, the Centers for Medicare and Medicaid Services (CMS) released the highly anticipated Final Rule regarding the Reporting and Returning of Overpayments. The Final Rule provides some clarity and resolves some…more

Affordable Care Act, Civil Monetary Penalty, CMS, False Claims Act (FCA), Overpayment Recovery Time Limits

See All Updates »

Important Immigration Updates and Reminders – January 2017

President Trump’s Executive Orders - Throughout his campaign, and now as President, Donald Trump has indicated that his immigration reform efforts will focus mainly on illegal immigration, as well as tighter immigration…more

Executive Orders, Foreign Nationals, Immigrants, Immigration Reform, Trump Administration

See All Updates »

TrumpCare: The Pharmaceutical Industry and FDA

Hope in the Midst of Uncertainty - The New Year ushered a period of uncertainty for the pharmaceutical industry. We face the beginning of the Trump Administration and a Congress with both houses controlled by Republicans…more

ANDA, Drug Pricing, FDA, Generic Drugs, Pharmaceutical Industry

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Two-Midnight Rule Delayed

Facing severe opposition, the Centers for Medicare & Medicaid Services (CMS) has delayed the “two-midnight” rule through September 30, 2014. The two-midnight rule is a new regulation included in the 2014 Medicare inpatient…more

CMS, Healthcare, Healthcare Reform, MACs, Medicaid

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Let’s Be Clear: Federal Contractors Must Properly Notify their Employees about Pay Transparency

The U.S. Department of Labor – Office of Federal Contract Compliance Programs' (OFCCP) final rule on regulations implementing President Obama’' Executive Order on pay transparency went into effect on January 11, 2016 (Final…more

Anti-Discrimination Policies, DOL, EEO, Federal Contractors, Final Rules

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Coming Soon to a Jurisdiction Near You: Amendments to the Uniform Fraudulent Transfer Act

Fraudulent transfer law governs a debtor's rights to transfer property vis-à-vis its creditors and provides a mechanism under which a transaction may be unwound if the debtor transfers its property or incurs obligations: (i)…more

Choice-of-Law, Fraudulent Transfers, Insolvency, UFTA, Uniform Voidable Transactions Act (UVTA)

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Using Functional Language to Define the Capabilities of Structure

35 USC § 112(b) requires that the specification of a patent “conclude with one or more claims particularly pointing out and distinctly claiming the subject matter which the applicant regards as his invention". The failure of a…more

Nautilus Inc. v. Biosig Instruments, Patent Litigation, Patent Trial and Appeal Board, Patents, USPTO

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Fifth Circuit Rules Emotional Distress Damages Available in FLSA Retaliation Cases

On December 19, 2016, the United States Court of Appeals for the Fifth Circuit (Court) held that “an employee may recover for emotional injury resulting from retaliation” under the Fair Labor Standards Act (FLSA) in Pineda, et…more

Emotional Distress Damages, Employer Liability Issues, FLSA, Retaliation, Unpaid Overtime

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Pennsylvania Commonwealth Court Enjoins Selected Provisions of Recently-Promulgated Oil and Natural Gas Regulations

On November 8, 2016, the Pennsylvania Commonwealth Court issued an opinion (78a Injunction) enjoining eight provisions (or portions thereof) of the newly-promulgated unconventional oil and natural gas regulations found at 25 Pa…more

Department of Environmental Protection, Natural Gas, Oil & Gas

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Got Trade Secrets? Protecting Your Business Under the Landmark Defend Trade Secrets Act of 2016

It’s no secret that businesses want to set themselves apart from the pack. They invent, research, test and develop a host of ideas, processes, products and information with the intent of keeping these developments and…more

Asset Seizure, Defend Trade Secrets Act (DTSA), Ex Parte, Misappropriation, Trade Secrets

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Department of Labor Amends the FMLA Definition of “Spouse”

On February 25, 2015, the U.S. Department of Labor (DOL) adopted new regulations that define the term “spouse” for purposes of the FMLA based on the “place of celebration” rule. Under this rule, the term “spouse” includes all…more

DOL, FMLA, Same-Sex Marriage

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Year End Retirement Plan Compliance

An annual checkup of qualified retirement plan documents is a good preventative measure to ensure compliance with the myriad of rules and regulations governing such plans. As 2014 draws to a close, the next few weeks is the…more

Qualified Retirement Plans, Retirement, Year-End Planning

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Stendardo Revisited: The Importance of Specifying Obligations in a Mortgage that Continue in Force after a Foreclosure Judgment

In a recent 2015 case, EMC Mortgage, LLC v. Biddle, 114 A.3d 1057, the Pennsylvania Superior Court applied the holding, Stendardo v. First National Mortgage Association, 991 F.2d 1089 (3d Cir.1993), to a case where a mortgage…more

Contract Drafting, Default, Default Judgment, Foreclosure, Loan Documentation

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Attorneys Must Become Scientists to Defend Against Bad Science

It’s true that science and law are systems intended to discover truth, the two don’t always work well together. Too often, in fact, subpar science can corrupt the judicial system, where it’s a lot easier to posit shaky…more

Evidence, Expert Testimony, Mass Tort Litigation, Proctor & Gamble, Rite Aid

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Ninth Circuit: Affordable Housing Restrictions Do Not Limit Value of Secured Claim in Bankruptcy Cram Down

In In re Sunnyslope Housing Ltd. Partnership, No. 12-17241, 2016 WL 1392318 (9th Cir. Apr. 8, 2016), a divided panel of the Ninth Circuit held that affordable housing restrictive covenants should not affect the valuation of a…more

Affordable Housing, Chapter 11, Commercial Bankruptcy, Creditors, Guarantors

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Electronic Discovery: Beware of Employees Using Personal Email Accounts for Company Business

On March 3, 2015, the front page of the New York Times detailed allegations about an employee who failed to ever obtain a work-issued email account, instead utilizing a personal account solely to conduct all business activity…more

See All Updates »

Captive Insurance - Looming IRS Reporting Deadline

Many businesses have been caught off guard by a recent Internal Revenue Service (IRS) notice that implicates a popular and commonly-used structure to manage risk. The notice employs a broad net and a short deadline, and…more

Captive Insurance Company, Insurance Industry, Internal Revenue Code (IRC), IRS, Reporting Requirements

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The Supreme Court Is Hearing a Case Today That Could Change How We Determine If a Property Is the Subject of a Regulatory Taking

This year the Supreme Court of the United States will hear a highly-anticipated regulatory takings case that may determine whether two legally divided, but commonly held parcels, should be considered as one parcel in a takings…more

Land Owners, SCOTUS, Takings

See All Updates »

PIPELINE SERIES PART III – The Benefits of a Collaborative Approach

Undoubtedly, any efforts to introduce a new transmission pipeline review process will take time and effort, but a potential Federal-State Partnership Process will have benefits for almost all of the parties involved in what has…more

Natural Gas, Oil & Gas, Pipelines

See All Updates »

Captive Insurance - Looming IRS Reporting Deadline

Many businesses have been caught off guard by a recent Internal Revenue Service (IRS) notice that implicates a popular and commonly-used structure to manage risk. The notice employs a broad net and a short deadline, and…more

Captive Insurance Company, Insurance Industry, Internal Revenue Code (IRC), IRS, Reporting Requirements

See All Updates »

Limited Sinkhole Insurance Available for Florida Residents on July 2016

On April 6, 2016, Florida Governor Rick Scott signed into law S.B. 1274, which amends Florida’s sinkhole insurance statute. These changes will go into effect on July 1, 2016 and will provide Florida homeowners with more options…more

Homeowner's Insurance, Homeowners, Insurance Industry, Rick Scott

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Ninth Circuit Holds That Cure Amount May Include Post-Default Rate of Interest

In Pacifica L 51 LLC v. New Investments, Inc. (In re New Investments, Inc.), 840 F.3d 1137 (9th Cir. 2016), the Ninth Circuit Court of Appeals held that Section 1123(d) of the Bankruptcy Code provides that a cure amount may…more

Bankruptcy Code, Chapter 11, Debtors, Secured Creditors

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NJ Appeals Court Upends Nursing Home Negligence Suit

In a decision with far-reaching ramifications for long-term care litigation, the Superior Court of New Jersey, Appellate Division held that § 30:13-4.2 of the Nursing Home Responsibilities and Residents’ Rights Act (NHA) does…more

Appeals, Expert Testimony, Long Term Care Facilities, Long-Term Care, Negligence

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Philadelphia Set to Bar Employers from Inquiring About Salary History

On January 23, 2017, Philadelphia Mayor Jim Kenney signed an ordinance prohibiting employers from inquiring about an applicant’s salary history. The ordinance will become effective May 23, 2017. While the ordinance drew…more

Employer Liability Issues, Hiring & Firing, Job Applicants, Local Ordinance, Salary History

See All Updates »

The New Insider Trading Landscape: United States v. Newman and Its Impact on Pending Insider Trading Prosecutions

On December 10, 2014, the United States Court of Appeals for the Second Circuit vacated the convictions of two hedge fund portfolio managers for trading on material non-public or “inside,” information that came to the managers…more

Appeals, Criminal Prosecution, Hedge Funds, Illegal Tipping, Insider Trading

See All Updates »

The New Insider Trading Landscape: United States v. Newman and Its Impact on Pending Insider Trading Prosecutions

On December 10, 2014, the United States Court of Appeals for the Second Circuit vacated the convictions of two hedge fund portfolio managers for trading on material non-public or “inside,” information that came to the managers…more

Appeals, Criminal Prosecution, Hedge Funds, Illegal Tipping, Insider Trading

See All Updates »

District Court Finds Decision Not to Institute Indicative of Weak Invalidity Case on Summary Judgment

The United States District Court for the Middle District of North Carolina recently granted summary judgment dismissing defendant’s invalidity claims, based in part on the Patent Trial and Appeal Board’s (“PTAB”) refusal to…more

Inter Partes Review (IPR) Proceeding, Patent Trial and Appeal Board, Patents, Summary Judgment, USPTO

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Start-Up Advisors and Teamwork

While it’s always important to have the right professionals representing you, including your attorney and accountant, it is also very important that they all work together as a team for your benefit. This point cannot be…more

C-Corporation, Limited Liability Company (LLC), S-Corporation, Startups

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Fourth Circuit Holds that a Data Breach Is Covered by a Commercial General Liability Policy

In an unpublished opinion issued on April 11, 2016, the Court of Appeals for the Fourth Circuit held in The Travelers Indemnity Co. of Am. v. Portal Healthcare Solutions, L.L.C. that Travelers must defend a medical records…more

Commercial General Liability Policies, Cyber Insurance, Cybersecurity, Data Breach, Insurance Industry

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Recent W.D. Pa. Opinion Illustrates the Difficulties in Obtaining Spoliation Sanctions

A recent decision from the United States District Court for the Western District of Pennsylvania reiterated just how difficult it is for a party to obtain spoliation sanctions. In Flanders v. Dzugan, No 12-1481, 2015 WL 5022734…more

Bad Faith, Building Codes, Building Permits, Corporate Counsel, Discovery

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New Partnership Audit Rules Will Require Amendment of All Partnership Agreements by 2018

On November 2, 2015, Congress passed the Bipartisan Budget Act of 2015, Section 1101 of which repeals the long-standing current rules for IRS audits of partnership entities and replaces those rules with a new centralized…more

Audits, Bipartisan Budget, IRS, Partnership Agreements, Partnerships

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U.S. Supreme Court Rules Decorative Elements Can Be Copyrighted

On Wednesday, March 22, 2017, the U.S. Supreme Court, in a 6 to 2 decision, affirmed a decision of the United States Court of Appeals for the Sixth Circuit in favor of Varsity Brands, Inc., et al. (Varsity). The Supreme Court…more

Cheerleaders, Copyright, Copyright Infringement, Fashion Design, SCOTUS

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PATH Act Implemented

On December 18, 2015, President Barack Obama signed the Protecting Americans from Tax Hikes Act of 2015, or the PATH Act, into law. Beginning on February 16, 2016, the PATH Act amends FIRPTA (the Foreign Investment in Real…more

FIRPTA, Internal Revenue Code (IRC), IRS, Protecting Americans from Tax Hikes (PATH) Act

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Ground Leasing Commercial Property? Ask the Lender First

Financing ground leases has become an increasingly significant part of commercial real estate lending. However, ground tenants, as borrowers, and their attorneys often fail to include integral lender protections when documenting…more

Commercial Leases, Landlords, Leases, Lenders, SNDAs

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OCR Director Discusses Phase 2 Audits, OCR Priorities

A representative of the U.S. Department of Health and Human Services Office of Civil Rights (OCR) recently presented at a compliance forum to provide comments regarding the roll out of OCR’s Phase 2 HIPAA audits. The presenter…more

App Developers, Cybersecurity, HIPAA, HIPAA Audits, Mobile Health Apps

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Interpretative Guidance on OSHA’s New Reporting Procedures and Retaliation Prohibitions

On October 19, 2016, the Department of Labor (DOL) issued an interpretative memorandum (Memorandum) regarding the final rule issued by the Occupational Safety and Health Administration (OSHA) earlier in the year amending 29…more

Anti-Retaliation Provisions, DOL, Drug Testing, OSHA, Reporting Requirements

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Court Requires Employer to Investigate Whether “In Loco Parentis” Status Applies for a FMLA Request

Under the FMLA, eligible employees can take leave to care for a “parent,” which can include an individual who stood in loco parentis to an employee, such as someone who took care of the employee when the employee was a minor;…more

Employee Rights, Employer Liability Issues, FMLA, Hiring & Firing

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Pennsylvania Significantly Updates Laws Governing M&A/Conversion

On October 22, 2014 House Bill 2234 became effective, establishing Pennsylvania’s “Entity Transactions Law”, a version of the Model Entity Transactions Act (META) which will streamline and make more uniform the way in which…more

Acquisitions, Corporate Conversions, Mergers, New Legislation

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Important Immigration Updates and Reminders – January 2017

President Trump’s Executive Orders - Throughout his campaign, and now as President, Donald Trump has indicated that his immigration reform efforts will focus mainly on illegal immigration, as well as tighter immigration…more

Executive Orders, Foreign Nationals, Immigrants, Immigration Reform, Trump Administration

See All Updates »

Eight-Justice High Court Hands a Narrow Victory to Data Aggregation Site … For Now

"[E]ven if you are given a right to the procedure, that alone does not suffice for standing." "[I]t has to be something more than just the violation of . . . what Congress says is a legal right." At the November 2, 2015, oral…more

Article III, Class Action, FCRA, Injury-in-Fact, SCOTUS

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Continuing a Recent Trend, the Federal Circuit Again Confirmed that Properly Drafted Software Claims Can be Patent Eligible Under 35 U.S.C. § 101

Continuing a recent trend, the Federal Circuit recently reversed a determination that claims of a patent are ineligible under 35 U.S.C. § 101. In McRO v. Bandai Namco Games America, the Federal Circuit again concluded that…more

Abstract Ideas, Animation, Computer-Related Inventions, Patent Litigation, Patent-Eligible Subject Matter

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Texas Federal Court Issues Nationwide Injunction Barring Implementation of New Overtime Rules

Yesterday, a federal court in Texas ruled that the U.S. Department of Labor (DOL) unlawfully issued its Final Rule raising the minimum annual salary threshold for most "white collar" overtime exemptions under the Fair Labor…more

DOL, FLSA, Minimum Salary, Over-Time, Preliminary Injunctions

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Recent Developments that Prohibit Common Separation and Settlement Agreement Provisions

Two federal agencies recently challenged the validity of what many would consider standard release agreement provisions. On August 10, 2016, the Securities and Exchange Commission (SEC) fined a company for including provisions…more

Confidential Information, OSHA, SEC, Settlement Agreements, Whistleblowers

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EEOC Modifies Pregnancy Bias Guidance to Reflect the Supreme Court’s Ruling in Young v. United Parcel Service, Inc.

On March 25, 2015, the United States Supreme Court ruled in favor of Peggy Young, a UPS driver who claimed she was discriminated against on the basis of pregnancy when she was denied a workplace accommodation that was made…more

Corporate Counsel, EEOC, Guidance Update, PDA, Pleadings

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New Lease Accounting Rules and Their Effect on Lessee Balance Sheets

Last month, the Financial Accounting Standards Board (FASB) issued a new lease accounting standard that fundamentally alters how leases are recorded on a lessee’s financial statements. These changes to lease accounting could…more

Accounting Standards, FASB, Financial Statements, GAAP, Leases

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Florida Regulator Promises Revision of Investment Adviser Rules – New Industry Group Forms

Officials from the Florida Office of Financial Regulation (“OFR”) met with representatives of the securities industry last month to discuss reform of regulations applicable to state-covered investment advisers…more

Investment Adviser, Regulatory Reform, Securities, State and Local Government

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Supreme Court Denies Certiorari in MAO’s Double Damages Case

On April 15, 2013, the United States Supreme Court denied a petition for certiorari brought by GlaxoSmithKline (“Glaxo”) seeking review of a Third Circuit decision in favor of Humana Medical Plan (“Humana”), as a Medicare…more

Avandia, Damages, GlaxoSmithKline, Humana, Medicare Advantage

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Updates on Denial or Revocation of Passport in Case of Certain Tax Delinquencies

In 2015, a new law was passed to allow the IRS to use travel as a way to collect taxes by placing restrictions on a U.S. person’s passport if such U.S. person owes seriously delinquent tax debt. Generally, if a U.S. taxpayer has…more

Delinquency Status, International Travel, IRS, Passports, Tax Debt

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U.S. Expatriates Eligible to Open State Department Federal Credit Union Accounts

Due to a combination of factors, including increased enforcement of U.S. anti-money laundering and trade sanction laws and fear of securities law violations, a number of U.S. financial institutions have closed out existing…more

Anti-Money Laundering, Expatriates, FATCA, Financial Institutions, IRS

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Ninth Circuit: Affordable Housing Restrictions Do Not Limit Value of Secured Claim in Bankruptcy Cram Down

In In re Sunnyslope Housing Ltd. Partnership, No. 12-17241, 2016 WL 1392318 (9th Cir. Apr. 8, 2016), a divided panel of the Ninth Circuit held that affordable housing restrictive covenants should not affect the valuation of a…more

Affordable Housing, Chapter 11, Commercial Bankruptcy, Creditors, Guarantors

See All Updates »

CMS Relaxes 60-Day Repayment/Self-Disclosure Rule

On February 11, 2016, the Centers for Medicare and Medicaid Services (CMS) released the highly anticipated Final Rule regarding the Reporting and Returning of Overpayments. The Final Rule provides some clarity and resolves some…more

Affordable Care Act, Civil Monetary Penalty, CMS, False Claims Act (FCA), Overpayment Recovery Time Limits

See All Updates »

“New Jersey’s Patient Safety Act and Statutory Peer Review Privilege”

The discoverability of documents created by medical institutions during the peer review process has long been the subject of conflict between parties in litigation. Often times the disputed documents contain information that can…more

Discovery, Healthcare, Medical Records, Peer Review, Self-Critical Analysis Privilege

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ICYMI: Energy & Environmental News Roundup

Oil & Gas - Oil Discovery in West Texas May Be Biggest Ever in USA - The US Geological Survey says a new survey shows an oilfield in west Texas dwarfs others found so far in the United States. The Midland Basin of the…more

Climate Change, Congressional Review Act, Oil & Gas, Trump Administration, US Army Corps of Engineers

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Design Patent Claim Construction Should Include All Elements, Even if Certain Elements Have Functional Purposes

The Federal Circuit opinion of Sport Dimension v. Coleman confirms that as long as the design is not primarily functional, "the design claim is not invalid, even if certain elements have functional purposes." Ethicon…more

Administrative Proceedings, Claim Construction, Declaratory Judgments, Patent Infringement, Patent Litigation

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Bipartisan Budget Act Limiting Provider-Based Status with Site-Neutral Payment Reform

On November 2, 2015, the President signed into law the Bipartisan Budget Act of 2015 (the Act). The Act includes several health care provisions affecting various interests, including a provision that would exclude hospital…more

Federal Budget, Healthcare, Hospitals, Medicare, OPPS

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The Management Rights Letter…What Does it Do and Should I Sign it?

In the world of venture capital investment, there certainly is no shortage of paperwork and documentation to accompany every financing. Term sheets, stock purchase agreements, convertible notes, stockholders agreements and…more

ERISA, Fund Managers, Investors, Purchase Agreement, Shareholders' Agreements

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Third Circuit Finds Older Workers Can Sue for Age Bias Even if Comparators Are 40-Plus

On January 10, 2017, the United States Court of Appeals for the Third Circuit held that “sub-group” disparate-impact claims are cognizable under the Age Discrimination in Employment Act (ADEA). Karlo v. Pittsburg Glass Works,…more

ADEA, Age Discrimination, Disparate Impact, Hiring & Firing

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Employee Health Plans: Good News / Bad News – State Claims Reporting Laws Do Not Apply, but Recovery of Overpayments Made More Difficult

Employee health plans recently received good and bad news from the Supreme Court. On the upside, the Court invalidated a State law that required self-insured employee health plans (and their third-party administrators) to report…more

ERISA, Gobeille v Liberty Mutual Insurance Com., Preemption, Reporting Requirements, SCOTUS

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Lack of Actual Knowledge of a Need for a Religious Accommodation is Not a Defense to a Religious Bias Suit

On June 1, 2015, the U.S. Supreme Court ruled in favor of the Equal Employment Opportunity Commission (EEOC) in a religious bias suit involving an unsuccessful Muslim job applicant who was rejected because her headscarf did not…more

Abercrombie & Fitch, Actual or Constructive Knowledge, Appearance Policy, Disparate Impact, Disparate Treatment

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Pipeline Series Part II – A New Approach: The Federal-State Partnership Process

Before any new review processes are established, all parties must work to fill gaps in existing facility siting processes. States that currently have no established process for the siting review and approval of intrastate…more

Electricity, FERC, Natural Gas, Oil & Gas, Pipelines

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Application Deadline for the CITF Grant and Loan Program – February 26, 2016

The deadline to submit applications for Community Infrastructure and Tourism Fund (CITF) grants and loans is February 26, 2016. There is an estimated $6,600,000 available in grants and loans for approved applicants. The maximum…more

Economic Development, Grants, Infrastructure, Loans, Real Estate Development

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Uniform Guidance and Procurement Nearly Two Years after 2 C.F.R. Part 200

Since the joint interim final rule, 2 C.F.R. Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards (Uniform Guidance), became effective on December 26, 2014: - the U.S…more

Community Development, HUD, OMB, Public Housing

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Eleventh Circuit Holds that a Debtor who Elects to “Surrender” Real Property Cannot Oppose the Lender’s Foreclosure Case

In In re Failla, 838 F.3d 1170 (11th Cir. Oct. 4, 2016), the Eleventh Circuit resolved a split among Florida bankruptcy judges by ruling that a debtor who elects to "surrender" real property during its bankruptcy case cannot…more

Chapter 7, Consumer Bankruptcy, Creditors, Debtors, Foreclosure

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Legislature Again Approves Two Year Permit Extensions for Projects

The Florida Legislature has again approved a two-year permit extension for local government-issued development orders, building permits, level of service certificates, and permits issued by the Florida Department of…more

Construction Permits, Real Estate Development, Time Extensions

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SEC’s Conflict Minerals Rule Still Unconstitutional, Says D.C. Circuit

On August 18, 2015, the United States Court of Appeals for the District of Columbia Circuit reaffirmed that both Section 1502 of the Dodd-Frank Act and its implementing Conflict Minerals Rule issued by the SEC violate the First…more

Appeals, Chief Compliance Officers, Conflict Mineral Rules, Democratic Republic of Congo, Disclosure Requirements

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Contact

One Oxford Centre
301 Grant Street, 20th Floor
Pittsburgh, PA 15219, United States

Contact: Shareen Jordan

  • 412-562-8800
  • 412-562-1041

Areas of Practice
  • Administrative Law
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Locations
Other U.S. Locations
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Number of Attorneys

400+ Attorneys

This profile may constitute attorney advertising. Prior results do not guarantee a similar outcome. Any correspondence with this profile holder does not constitute a client/attorney relationship. Neither the content on this profile nor transmissions between you and the profile holder through this profile are intended to provide legal or other advice or to create an attorney-client relationship.

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