Author Info for Winstead PC

John Adolph

[Webinar] Business Owners’ Guide to the Paycheck Protection Program

Join Winstead for an overview of the Paycheck Protection Program (PPP) and other loan opportunities administered by the Small Business Administration (SBA) under the Coronavirus Aid, Relief, and Economic Security Act (CARES…more

CARES Act, Coronavirus/COVID-19, Economic Injury Disaster Loans, Paycheck Protection Program (PPP), SBA

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Alex Allemann

The Federal Trade Commission (FTC) Click-to-Cancel

The Federal Trade Commission (“FTC”) has recently announced that the FTC’s Click to Cancel Rule (the “Rule”) has been postponed to July 14, 2025. Originally planned to become effective May 14, 2025, the Commission released…more

Cancellation Rights, Compliance, Consumer Protection Laws, Contract Terms, Disclosure Requirements

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Art Anderson

Taking the Mulligan: The Land Use Regulatory Hurdles in Golf Course Repurposing

There are numerous obstacles facing developers attempting to repurpose a golf course. It can be politically controversial. Nearby residents often oppose the idea of replacing a low intensity, visually pleasing quasi-natural…more

Golf Courses, Land Use Restrictions, Land-Use Permits, Real Estate Development, Zoning Laws

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Jarrod Azopardi

SEC Rule 13f-2 and Form SHO: New Short Position Reporting Requirements for Certain Investment Managers

The Securities and Exchange Commission (the “SEC”) recently adopted Rule 13f-2 and Form SHO under the Securities Exchange Act of 1934 (the “Exchange Act”), implementing provisions of the Dodd-Frank Wall Street Reform and…more

Capital Markets, Disclosure Requirements, Dodd-Frank, EDGAR, ETFs

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Robert Bass

Summary of march 31, 2020, Executive Order of Governor Abbott: Texas Residential and Commercial Construction Update

On March 31, 2020, Governor Abbott issued Executive Order GA 14 (the “Executive Order”) relating to statewide continuity of essential services and activities during the COVID-19 disaster. The Executive Order becomes effective at…more

Construction Industry, Construction Project, Coronavirus/COVID-19, Critical Infrastructure Sectors, Executive Orders

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Jeff Bates

The Silicon Valley Bank Failure: Implications on Commercial Leasing

This past Friday, March 10, 2023, the Federal Deposit Insurance Corp. (FDIC) announced its takeover of the failed Silicon Valley Bank (“SVB”) after a run on the bank late last week caused the largest-scale U.S. bank failure…more

Banks, Commercial Leases, Deposit Accounts, Deposit Insurance, FDIC

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Daniel Bell-Garcia

[Virtual Half-Day Seminar] Real Estate Startup - April 18th, 9:00 am - 12:15 pm CST

On April 18, join Winstead attorneys Trip Dyer, Ben Gehlbach, Daniel Bell-Garcia, Jacob Loehr, Matt Dzura, and Cole Gearhart, along with Whitley Penn Partner Shea Krachek, for our Real Estate Startup half-day virtual seminar…more

Acquisitions, Best Practices, Business Entities, Business Formation, Business Pursuits

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John Bergner

The Corporate Transparency Act Requires Reporting of Beneficial Owners

The Corporate Transparency Act (the "CTA") became effective on January 1, 2024, requiring many corporations, limited liability companies, limited partnerships, and other entities to register with and report certain information…more

Anti-Money Laundering, Beneficial Owner, Business Entities, Compliance, Corporate Transparency Act

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Cathryn Berryman

API Protection Under Copyright Is Upheld by Federal Circuit

There has been a lingering, divisive question in the software industry as to whether application programming interfaces (APIs) are entitled to copyright subject matter protection. Critics argue that this type of source code is…more

APIs, Copyright, Copyright Infringement, Google, Oracle

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Clara Betancourt

Texas Franchise Tax Update: Key Exemptions and Reporting Changes for Businesses

Always forgetting to file your Texas Franchise Tax Reports on time? Starting in 2024, you might find yourself exempt from this task…more

Beneficial Owner, Business Taxes, Compliance, Corporate Transparency Act, Franchise Taxes

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Matthew Bone

Working Capital and Accounts Receivable

When acquiring or selling a company, many nuances exist in various stages of the process, some of which are not readily apparent on their face. One of those nuances is the interplay between accounts receivable and working…more

Accounts Receivable, Acquisitions, Capital Assets, Contract Drafting, Contract Terms

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Tanner Brennan

New Stock Exchange Set to Launch in Texas

For nearly 200 years after its inception in 1792, the New York Stock Exchange (“NYSE”) faced insignificant competition as the premier stock exchange within the United States. Then, alongside the technological surge of the late…more

BlackRock, Exchange-Traded Products, Nasdaq, NYSE, Publicly-Traded Companies

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Bob Burton

HUD Updates FHA Loan Residency Requirements: Citizenship or Permanent Residency Now Required

The U.S. Department of Housing and Urban Development (HUD) has issued Mortgagee Letter 2025-09, which updates the residency requirements for borrowers seeking Federal Housing Authority (FHA) insured financing…more

Borrowers, FHA Loans, Government-Guaranteed Loans, HUD, Immigration Procedures

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Lindsay Canning

What’s in Your Letter of Intent?

Letters of Intent (“LOI”) are often seen as a swift and cost-effective method of gauging whether the parties discussing a proposed transaction have reached a consensus on material terms to warrant proceeding to drafting and…more

Contract Negotiations, Contract Terms, Letters of Intent, Purchase Agreement

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Frank Carroll

Arbitration for All: Texas Supreme Court Hands Down Two Big Wins for Developers and Builders Seeking to Enforce Arbitration Agreements in Construction Cases

While it may seem evident that household members and subsequent purchasers bringing a construction defect claim are bound by the arbitration provision contained in the purchase and sale contract for the home, that was not the…more

Arbitration, Arbitration Agreements, Construction Contracts, Construction Defects, Construction Industry

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Jeff Chadwick

The Corporate Transparency Act Requires Reporting of Beneficial Owners

The Corporate Transparency Act (the "CTA") became effective on January 1, 2024, requiring many corporations, limited liability companies, limited partnerships, and other entities to register with and report certain information…more

Anti-Money Laundering, Beneficial Owner, Business Entities, Compliance, Corporate Transparency Act

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Jennifer Chance

Co-Investments in Private Equity: The SEC’s Focus on Disclosure

The trend of utilizing co-investments in private equity continues to grow. A Special Report by Preqin found that 69% of the 320 sponsors surveyed offered co-investment rights to their limited partners, with another 18%…more

Co-Investment Rights, Disclosure Requirements, Limited Partnerships, Private Equity, Securities and Exchange Commission (SEC)

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Annmarie Chiarello

Landlords: “Pausing” Retail Bankruptcies in the Time of COVID-19

Bankruptcy Code Rent Protection for Landlords: The Bankruptcy Code provides that the company in bankruptcy shall "timely" perform all obligations of a lease arising "from and after" the bankruptcy filing date through the date…more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Commercial Leases, Coronavirus/COVID-19

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Marsha Clarke

New Threat to Payroll and Personal Information, Returns or Payments Due Today, and New Recommendations on Health insurance/Plan Changes

Payroll Threats and Protecting Personal Information - In case you have not been checking the FBI warnings (I realize those are unusual words for a benefits person), you and your employees should know of one of such warnings…more

Department of Health and Human Services (HHS), Department of Labor (DOL), Email, FBI, Healthcare

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Ashley Cline

"Luxury Makeovers" Reinvigorate Classic Shopping Centers

A Dallas-based developer has acquired one of the oldest shopping centers in America and proposes to reinvigorate the center with a “luxury makeover.”…more

Brick-and-Mortar Stores, Commercial Leases, Commercial Tenants, Retailers, Shopping Centers

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Jason Cramer

Nasdaq Proposal to Adopt Listing Rules Related to Board Diversity

On December 1, 2020, Nasdaq filed with the Securities and Exchange Commission (SEC) a proposal to adopt new listing rules related to board diversity. If approved, the new listing rules would require Nasdaq-listed companies,…more

Board of Directors, Corporate Governance, Disclosure Requirements, Diversity and Inclusion Standards (D&I), LGBTQ

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Nick Curley

Trusts as Qualified Clients: Understanding the Qualified Client Threshold for Trusts Investing in Private Securities - March 2025

This article is the second of a three-part series discussing trusts in the context of certain common investor thresholds for investment in private securities. This article will examine trusts as “qualified clients” under the…more

Asset Management, Fund Managers, Investment Adviser, Investment Advisers Act of 1940, Private Equity

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David Dawson

Texas Legislature Approves HB 2071 Which Revises Public Facility Corporation Exemption for Affordable Housing

The 88th Regular Session (2023) of the Texas Legislature approved HB 2071 (the "Bill"), which revises the way public facility corporations ("PFCs") can be utilized to own and operate affordable housing. Affordable housing is…more

Ad Valorem Tax, Affordable Housing, Amended Legislation, Exemptions, For-Profit Corporations

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Jeremy Deese

Remote Online Notarization – Update

On March 30, 2020, we released an article which provided a brief overview of Remote Online Notarization (RON). That article also links to several resources that provide updates on the adoption and implementation of RON measures…more

Coronavirus/COVID-19, Electronic Notarization Standard, Governor Abbott, Notarization, Remote Notarization

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Tave Doty

Corporate Transparency Act Update: U.S. Companies No Longer Subject to Reporting Obligations

As promised, FinCEN has adopted its interim final rule and narrowed the filing requirements for Beneficial Ownership Information (“BOI”) reporting under the Corporate Transparency Act (“CTA”). This rule exempts U.S. entities…more

Beneficial Owner, Business Entities, Corporate Governance, Corporate Transparency Act, Disclosure Requirements

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Andy Dow

Exploring Preferential Rights in Hospital Ground Leases

This article examines the different types of preferential rights in ground leases for medical office buildings, and examines strategies in drafting preferential rights provisions to protect the interests of both ground lessors…more

Commercial Leases, Contract Terms, Ground Leases, Hospitals, Preferences

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Jim Doyle

Main Street Lending Program - Three Facility Summary - CARES Act

The CARES Act provides for the Federal Reserve creating an SPV that will purchase participation interests in eligible term loans. On April 30, the Federal Reserve posted to its website term sheets that update the Main Street…more

CARES Act, Coronavirus/COVID-19, Federal Loans, Federal Reserve, Financial Stimulus

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Preston Dyer

[Virtual Half-Day Seminar] Real Estate Startup - April 18th, 9:00 am - 12:15 pm CST

On April 18, join Winstead attorneys Trip Dyer, Ben Gehlbach, Daniel Bell-Garcia, Jacob Loehr, Matt Dzura, and Cole Gearhart, along with Whitley Penn Partner Shea Krachek, for our Real Estate Startup half-day virtual seminar…more

Acquisitions, Best Practices, Business Entities, Business Formation, Business Pursuits

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Matt Dzura

[Virtual Half-Day Seminar] Real Estate Startup - April 18th, 9:00 am - 12:15 pm CST

On April 18, join Winstead attorneys Trip Dyer, Ben Gehlbach, Daniel Bell-Garcia, Jacob Loehr, Matt Dzura, and Cole Gearhart, along with Whitley Penn Partner Shea Krachek, for our Real Estate Startup half-day virtual seminar…more

Acquisitions, Best Practices, Business Entities, Business Formation, Business Pursuits

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Seth Eaton

Seth Eaton Discusses Modifications and Workouts of Commercial Real Estate Loans during the COVID-19 Pandemic

Watch Real Estate Finance Shareholder Seth Eaton discuss loan modifications and how they have evolved throughout the COVID-19 pandemic. Seth outlines several different phases of loan modifications and highlights key points and…more

Balance Sheets, Banking Sector, CMBS, Collateralized Loan Obligations, Commercial Loans

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Gavin Fearey

SEC Renewed Action on Hedge Clauses

Hedge clauses are provisions in investment advisory agreements that aim to limit an adviser’s liability for certain actions or outcomes. The U.S. Securities and Exchange Commission (the “SEC”) has expressed the position that…more

Contract Terms, Enforcement Actions, Fiduciary Duty, Indemnification Clauses, Investment Adviser

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Tom Forestier

Come & Take It: The Eminent Domain Podcast (Episode #13), Featuring Winstead Shareholder Tom Forestier

Tune in to the latest episode of "Come and Take It: The Eminent Domain Podcast." Host Bobby Debelak sits down with Winstead Shareholder Thomas J. Forestier, a leading infrastructure and eminent domain attorney with 37+ years of…more

Eminent Domain, Infrastructure, Land Parcels, Property Owners, Regulatory Takings

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Nancy Furney

New Threat to Payroll and Personal Information, Returns or Payments Due Today, and New Recommendations on Health insurance/Plan Changes

Payroll Threats and Protecting Personal Information - In case you have not been checking the FBI warnings (I realize those are unusual words for a benefits person), you and your employees should know of one of such warnings…more

Department of Health and Human Services (HHS), Department of Labor (DOL), Email, FBI, Healthcare

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Toby Galloway

SEC and DOJ Charge Founder and Promoters of “HyperFund” with $1.7 Billion Crypto Pyramid and Ponzi Scheme

The Securities and Exchange Commission brought charges against Xue Samuel Lee, the co-founder of HyperFund, and Brenda Indah Chunga, also known as “Bitcoin Beautee,” the fund’s top promoter, for securities violations. …more

Broker-Dealer, Cryptocurrency, Department of Justice (DOJ), Ponzi Scheme, Pyramid Schemes

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Cole Gearhart

[Virtual Half-Day Seminar] Real Estate Startup - April 18th, 9:00 am - 12:15 pm CST

On April 18, join Winstead attorneys Trip Dyer, Ben Gehlbach, Daniel Bell-Garcia, Jacob Loehr, Matt Dzura, and Cole Gearhart, along with Whitley Penn Partner Shea Krachek, for our Real Estate Startup half-day virtual seminar…more

Acquisitions, Best Practices, Business Entities, Business Formation, Business Pursuits

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Ben Gehlbach

[Virtual Half-Day Seminar] Real Estate Startup - April 18th, 9:00 am - 12:15 pm CST

On April 18, join Winstead attorneys Trip Dyer, Ben Gehlbach, Daniel Bell-Garcia, Jacob Loehr, Matt Dzura, and Cole Gearhart, along with Whitley Penn Partner Shea Krachek, for our Real Estate Startup half-day virtual seminar…more

Acquisitions, Best Practices, Business Entities, Business Formation, Business Pursuits

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Nick Gerner

Commercial Landlords in Texas Should Expect Delays in the Eviction Process during the COVID-19 Pandemic

In response to forced business shutdowns, layoffs and closings that have occurred due to the COVID-19 pandemic, state and local governments have implemented temporary stays on evictions as a way to protect individuals and…more

Commercial Leases, Coronavirus/COVID-19, Eviction, Moratorium, Rental Property

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Sarah Ghaffari

Trusts as Qualified Clients: Understanding the Qualified Client Threshold for Trusts Investing in Private Securities - March 2025

This article is the second of a three-part series discussing trusts in the context of certain common investor thresholds for investment in private securities. This article will examine trusts as “qualified clients” under the…more

Asset Management, Fund Managers, Investment Adviser, Investment Advisers Act of 1940, Private Equity

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Ryan Goins

HOA Diligence for Manufactured Housing Investors

While a strong relationship with a residents' association can benefit the successful operation of any manufactured housing community (an "MHC"), in certain states, understanding residents' and resident associations' statutory…more

Community Associations, Compliance, Due Diligence, Homeowners Association (HOA), Investors

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Lekha Gopalakrishnan Ph.D.

[Webinar] Investing in Universities - Intellectual Property Due Diligence: A Critical Prerequisite to Funding Startup Companies - July 13th, 12:00 pm - 1:00 pm CDT

Join us for a webinar series on Investing in University Startup Companies. Topics discussed include intellectual property due diligence for venture capital transactions. We are grateful for our guest panelists Technium…more

Commercial Success, Copyright Ownership, Due Diligence, Funding, Intellectual Property Agreements

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Amanda Grainger

SMU Annual Texas Survey - Article 13, Vol. 6

This article covers cases from Southwestern Reporter (Third) volumes 560 through 580 and federal cases during the same period that the authors believe are noteworthy to the jurisprudence on the applicable subject. This Survey…more

Appraisal, Condemnation, Construction Project, Foreclosure, Homesteads

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Mark Grobmyer

2023 Texas Legislative Update: Issues Affecting Real Estate Entitlement and Development

House Bill 14 (by Harris (R), House District 8, Palestine, Anderson County, Texas) - Effective September 1, 2023 - THIRD-PARTY REVIEW OF PLATS, PLANS, PERMITS AND INSPECTIONS - HB 14 adds a new Chapter 247 to the Texas…more

Annexation, Building Inspectors, Building Permits, Construction Project, Municipalities

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Roxanne Hajikhani

C-PACE Has Entered the Capital Stack Chat

The latest hurdle in getting a deal done in the post-Fed-rate-hikes era revolves around the capital stack, which, according to the Commercial Observer, is more complicated than ever. Deals are taking longer because transaction…more

Commercial Property Owners, Energy Efficiency, Financing, Lenders, PACE

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Sarah Hanes

2023 Texas Legislative Update: Residential Construction

HB 2024 - Statute of Repose Shortened to Six Years if a Builder Provides a Warranty - A statute of repose is the outside deadline for a claimant to bring a legal action. For nearly 50 years, Texas has imposed a ten-year…more

Amended Legislation, Construction Contracts, Construction Defects, Construction Industry, Construction Project

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Tatum Holdaway

Corporate Transparency Act Update: U.S. Companies No Longer Subject to Reporting Obligations

As promised, FinCEN has adopted its interim final rule and narrowed the filing requirements for Beneficial Ownership Information (“BOI”) reporting under the Corporate Transparency Act (“CTA”). This rule exempts U.S. entities…more

Beneficial Owner, Business Entities, Corporate Governance, Corporate Transparency Act, Disclosure Requirements

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John Holman

Main Street Lending Program - Three Facility Summary - CARES Act

The CARES Act provides for the Federal Reserve creating an SPV that will purchase participation interests in eligible term loans. On April 30, the Federal Reserve posted to its website term sheets that update the Main Street…more

CARES Act, Coronavirus/COVID-19, Federal Loans, Federal Reserve, Financial Stimulus

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Teddy Holtz

[Webinar] HOA Law Live: Collections and Enforcement- The Legal Process - May 21st, 12:00 pm - 1:00 pm CST

This webinar provides guidance and considerations regarding the legal process upon turnover of collection and enforcement accounts, with a specific focus on lawsuits, including obtaining a judgment and post-judgment actions…more

Continuing Legal Education, Debt Collection, Enforcement, HOA Dues, Homeowners Association (HOA)

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Justin Hoover

Top 5 Takeaways from Winstead’s Physician Roll-up Transactions Event

In September, Winstead hosted a virtual event entitled “Physician Roll-Up Transactions.” During the event, the speakers explored some of the different strategies, trends, and challenges surrounding physician roll-up…more

Corporate Practice of Medicine, Physician Ownership, Physicians, Private Equity

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Jackson Hughes

The Federal Trade Commission (FTC) Click-to-Cancel

The Federal Trade Commission (“FTC”) has recently announced that the FTC’s Click to Cancel Rule (the “Rule”) has been postponed to July 14, 2025. Originally planned to become effective May 14, 2025, the Commission released…more

Cancellation Rights, Compliance, Consumer Protection Laws, Contract Terms, Disclosure Requirements

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Elin Isenhower

[Webinar] Real Estate Lunch & Learn: Defending Defects Part 2 - August 11th, 12:00 pm - 1:00 pm CT

Even with strong documents designed to minimize liability, claims still occur. Implementing a comprehensive defense strategy from the very first notice of claim can be the difference between victory or defeat. Join Winstead…more

Best Practices, Construction Contracts, Construction Defects, Construction Disputes, Construction Industry

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Monte James Jr.

Summary of march 31, 2020, Executive Order of Governor Abbott: Texas Residential and Commercial Construction Update

On March 31, 2020, Governor Abbott issued Executive Order GA 14 (the “Executive Order”) relating to statewide continuity of essential services and activities during the COVID-19 disaster. The Executive Order becomes effective at…more

Construction Industry, Construction Project, Coronavirus/COVID-19, Critical Infrastructure Sectors, Executive Orders

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David Fowler Johnson

Court Rules On Personal Jurisdiction In A Trust Dispute, Holding That In Rem Jurisdiction Still Requires Personal Contacts With A Defendant, But Otherwise Affirming The Trial Court’s Denial Of An Objection To Personal Jurisdiction

In Hooten v. Collins, a dispute arose between the trustee of a Texas trust and a beneficiary who resided overseas regarding the distribution of trust assets, which primarily consisted of real estate in Texas. No. 08-23-00327-CV,…more

Beneficiaries, Distribution Rules, Due Process, Estate Planning, Fiduciary Duty

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Miranda Jones

The Year in Review: 2024 Patent Litigation Verdicts

Sixty-seven patent infringement trials reached a jury verdict in 2024. Of these 67 patent infringement verdicts, thirty-one (approximately 46%) were a complete patent owner win on all patent infringement and validity issues…more

Corporate Counsel, Damages, Jury Verdicts, Patent Infringement, Patent Invalidity

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Tristan Kaisharis

IP Assignment Agreements: Protecting Your Company Today and Saving Yourself from Headaches Tomorrow

For nearly all companies, but particularly companies in the technology sector, the intellectual property ("IP") they create are the crown jewels of the business. Without the IP, the company has nothing to sell…more

Acquisitions, Assignments, Intellectual Property Protection, IP Assignment Agreements

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Jeanne Katz

COVID-19 Presents Unique Issues for Community Associations

The COVID-19 pandemic has caused a unique set of issues for community associations. States, counties, cities, and the federal government have taken unheard of measures in an attempt to slow the spread of COVID-19. These…more

Board of Directors, Community Associations, Condominium Associations, Coronavirus/COVID-19, Emergency Management Plans

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Matthias Kleinsasser

To arbitrate or not to arbitrate? That is the question.

It's commonplace for commercial contracts to contain arbitration clauses. But should they? The answer to this question depends on several factors, such as anticipated cost, the importance of confidentiality, the importance of…more

Arbitration, Commercial Arbitration, Commercial Contracts, Confidential Information, Contract Terms

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Barbara Klepper

The QPAM Exemption - Key Takeaways for Fund Managers with Benefit Plan Investors

As an asset manager, you may be familiar with the regulatory issues that come into play when a fund permits investments from “benefit plan investors,” which generally include certain employee benefit plans subject to the…more

Department of Labor (DOL), Employee Retirement Income Security Act (ERISA), Exemptions, Fiduciary Duty, Fund Managers

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Jennifer Knapek

Business Owners’ Guide to SBA Loan Opportunities Under the Coronavirus Aid, Relief, and Economic Security (CARES) Act*

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law on March 27, 2020, providing emergency assistance to businesses, families and individuals impacted by the COVID-19 pandemic. The CARES…more

CARES Act, Coronavirus/COVID-19, Economic Injury Disaster Loans, Federal Loans, Financial Stimulus

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Emily Lamb

Understanding Infrastructure Development Districts in Tennessee

Infrastructure Development Districts (IDDs) are a pivotal tool for managing growth and development in Tennessee. As Tennessee’s population grows, the need for efficient infrastructure becomes paramount…more

Construction Project, Housing Developers, Infrastructure, Municipalities, New Legislation

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Sarah Landiak

Public Improvement Districts Texas Legislative Update

Effective September 1, 2021, the Texas legislature enacted new, increased notice requirements for purchasers of land lying within a public improvement district (PID). These notices are now required to be given to purchasers of…more

Land Purchases, New Legislation, Notice Requirements, Public Improvement Projects, Required Forms

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Holly Magliolo

Preparing for the Worst: Texas SNDAs get lenders, landlords and tenants on the same page in the event of foreclosure

Subordination, Non-Disturbance and Attornment agreements (SNDAs) allow lenders, landlords and tenants to collectively plan for the worst case scenario — foreclosure. In the event of foreclosure and in the absence of an SNDA,…more

Foreclosure, Landlords, Lenders, SNDAs, Subordination

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Kyle Markwardt

A Potential Big Win for Bitcoin: A Federal Court Overturned the SEC’s Refusal to List a Spot Bitcoin ETF

On Tuesday, August 29, 2023, Bitcoin once again loomed large over financial markets after the D.C. Circuit Court of Appeals vacated an SEC order that rejected Grayscale Investments’ (“Grayscale”) application to list a spot…more

Bitcoin, Cryptocurrency, Digital Assets, Digital Currency, Enforcement

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Jennifer Martin

An Unanticipated Complication of Investing in SFR: Investors Sometimes End Up Being HOA Managers

Build-to-Rent (“BTR”) is a subsector of Single Family Rentals (“SFR”). As a subsector of SFR, BTR occupies a unique space within the U.S. residential rental market. The broader category of SFR includes scattered homes for rent,…more

Condominiums, Homeowners Association (HOA), Institutional Investors, Investors, Nonprofits

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Kelly Martin

Making the Right Choice: The Obligation to Comply With Fiduciary Duties By The Directors, Managers and Officers of Private Texas Companies

Fiduciary. The term applies broadly to cover all types of companies, as well as spouses in marriage, and is defined as “of, relating to, or involving a confidence or trust.” In the private business context, the company’s…more

Best Practices, Board of Directors, Corporate Management, Corporate Officers, Duty of Care

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Ross Martin

Understanding Infrastructure Development Districts in Tennessee

Infrastructure Development Districts (IDDs) are a pivotal tool for managing growth and development in Tennessee. As Tennessee’s population grows, the need for efficient infrastructure becomes paramount…more

Construction Project, Housing Developers, Infrastructure, Municipalities, New Legislation

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Dan Martinez

COVID-19 and Municipal Securities Disclosure

COVID-19 is creating more questions than answers in every sector of American life recent days, and the municipal bond market is no exception. Issuers and obligated persons for municipal bonds (collectively, “Obligated Parties”)…more

Coronavirus/COVID-19, Corporate Governance, Disclosure Requirements, Municipal Securities Issuers, Municipalities

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Alanna Maza

Pencils Down on Those Notices, Employers: A Federal Judge Just Set Aside FTC Noncompete Rule

Earlier this summer, Winstead’s Labor & Employment team reported that Judge Ada Brown in the U.S. District Court for the Northern District of Texas issued a preliminary injunction as applied only to the plaintiffs in Ryan LLC V…more

Administrative Procedure Act, Chevron Deference, Employment Contract, Federal Bans, Federal Trade Commission (FTC)

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Burke McDavid

SEC Renewed Action on Hedge Clauses

Hedge clauses are provisions in investment advisory agreements that aim to limit an adviser’s liability for certain actions or outcomes. The U.S. Securities and Exchange Commission (the “SEC”) has expressed the position that…more

Contract Terms, Enforcement Actions, Fiduciary Duty, Indemnification Clauses, Investment Adviser

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Marshall Meringola

Governor Abbott Eases Ban on Elective Procedures

On April 17, 2020, Texas Governor Greg Abbott issued a series of Executive Orders, including Executive Order GA-15, which go into effect as of 11:59 pm on April 21, 2020, and continue through May 8, 2020, unless amended or…more

Coronavirus/COVID-19, Elective Surgical Procedures, Executive Orders, Governor Abbott, Health Care Providers

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Brian Morris

Supreme Court of Texas; Recent Texas Home Equity Lending Decisions

On May 20, 2016, the Supreme Court of Texas (the "Court") issued its opinions in two cases involving Texas home equity lending – Garofolo v. Ocwen Loan Servicing and Wood v. HSBC Bank USA. The decisions are important for the…more

Action to Quiet Title, Breach of Contract, Foreclosure, Forfeiture, Home Equity

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Norene Napper

Remote Online Notarization – Update

On March 30, 2020, we released an article which provided a brief overview of Remote Online Notarization (RON). That article also links to several resources that provide updates on the adoption and implementation of RON measures…more

Coronavirus/COVID-19, Electronic Notarization Standard, Governor Abbott, Notarization, Remote Notarization

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Dana Nguyen

Corporate Transparency Act (CTA) Enforcement On Hold After Court Ruling

On December 3, 2024, the U.S. District Court for the Eastern District of Texas entered a preliminary injunction suspending enforcement of the Corporate Transparency Act (CTA) and its implementation of regulations nationwide…more

Appeals, Beneficial Owner, Business Entities, Corporate Transparency Act, Department of Justice (DOJ)

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Jeff Nydegger

Summary of Certain Provisions of the CARES Act

H.R. 748, passed by the Senate on March 25, 2020 (the “CARES Act”), was passed by the House on March 27, 2020 and sent to the President for signature. …more

CARES Act, Coronavirus/COVID-19, Financial Stimulus, Paycheck Protection Program (PPP), Relief Measures

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Alden Paras

Navigating Houston’s Unique Port, Rail, and Industrial Distribution Market: A Legal Perspective

Houston, Texas, is a powerhouse of industrial distribution, boasting one of the most dynamic logistics and transportation infrastructures in the United States. The city’s strategic location, access to global markets, and robust…more

E-Commerce, Infrastructure, International Trade, Investment Opportunities, Logistics

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Page Patrick

Corporate Transparency Act Update

On January 23, 2025, the United States Supreme Court granted the government’s application for stay of a recent district court’s preliminary injunction of the enforcement of the Corporate Transparency Act (CTA)…more

Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, Enforcement Actions, FinCEN

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Preston Patten

Minority Owner Protection Provisions in Commercial or Mixed-Use Condominium Projects - July 2024

To preserve the marketability of a commercial or mixed-use condominium unit sold to a third-party, it may be necessary to include specialized minority owner protection provisions in the condominium declaration for the project…more

Board of Directors, Commercial Property Owners, Condominiums, Contract Terms, Minority Shareholders

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Heath Pennington

Property Insurance Requirements for Condominiums

One of the most often misunderstood sections of the Texas Uniform Condominium Act (“TUCA”) is Section 82.111. Pursuant to Section 82.002(c) of TUCA, Section 82.111 applies to all condominiums in the State of Texas - regardless…more

Community Associations, Condominium Associations, Condominiums, Property Insurance, Regulatory Requirements

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Mike Perrin

An In-Depth Summary and Analysis of the Important Alston Decision

On June 21, 2021, the United States Supreme Court (“SCOTUS”) released its highly anticipated opinion in NCAA v. Alston. SCOTUS unanimously upheld the rulings by the United States District Court for the Northern District of…more

Alston v NCAA, Antitrust Violations, College Athletes, Colleges, Compensation

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Jordan Rodriguez

Trump Administration Redefines “Harm” Under The Endangered Species Act (ESA)

On April 17, 2025, the U.S. Fish and Wildlife Service and the National Marine Fisheries Service (together, the “Services”) proposed to rescind their longstanding regulatory definition of “harm”, which has for decades served as a…more

Chevron Deference, Endangered Species Act (ESA), Environmental Litigation, Government Agencies, Loper Bright Enterprises v Raimondo

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Elizabeth Rogers

The Federal Trade Commission (FTC) Click-to-Cancel

The Federal Trade Commission (“FTC”) has recently announced that the FTC’s Click to Cancel Rule (the “Rule”) has been postponed to July 14, 2025. Originally planned to become effective May 14, 2025, the Commission released…more

Cancellation Rights, Compliance, Consumer Protection Laws, Contract Terms, Disclosure Requirements

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Billy Rohrlich

The Corporate Transparency Act (Part 4): Beneficial Owners and Company Applicants Defined Under the CTA

On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities to…more

Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, FinCEN, NDAA

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Andrew Rosell

Corporate Transparency Act Update: U.S. Companies No Longer Subject to Reporting Obligations

As promised, FinCEN has adopted its interim final rule and narrowed the filing requirements for Beneficial Ownership Information (“BOI”) reporting under the Corporate Transparency Act (“CTA”). This rule exempts U.S. entities…more

Beneficial Owner, Business Entities, Corporate Governance, Corporate Transparency Act, Disclosure Requirements

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Steve Schueler

Pencils Down on Those Notices, Employers: A Federal Judge Just Set Aside FTC Noncompete Rule

Earlier this summer, Winstead’s Labor & Employment team reported that Judge Ada Brown in the U.S. District Court for the Northern District of Texas issued a preliminary injunction as applied only to the plaintiffs in Ryan LLC V…more

Administrative Procedure Act, Chevron Deference, Employment Contract, Federal Bans, Federal Trade Commission (FTC)

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Kristen Sherwin

2023 Texas Legislative Update: Residential Construction

HB 2024 - Statute of Repose Shortened to Six Years if a Builder Provides a Warranty - A statute of repose is the outside deadline for a claimant to bring a legal action. For nearly 50 years, Texas has imposed a ten-year…more

Amended Legislation, Construction Contracts, Construction Defects, Construction Industry, Construction Project

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Will Smith

HUD Updates FHA Loan Residency Requirements: Citizenship or Permanent Residency Now Required

The U.S. Department of Housing and Urban Development (HUD) has issued Mortgagee Letter 2025-09, which updates the residency requirements for borrowers seeking Federal Housing Authority (FHA) insured financing…more

Borrowers, FHA Loans, Government-Guaranteed Loans, HUD, Immigration Procedures

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Jacob Spicer

The Importance of Timely Filing a Form D

On December 20, 2024, the U.S. Securities and Exchange Commission (the “SEC”) announced charges against two private companies and one registered investment adviser (the “Parties”). These charges asserted that the Parties…more

Enforcement Actions, Filing Requirements, Form D Filing, Investment Adviser, Investors

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David Staas

Sponsorship Agreements: Key Provisions That COVID-19 Has Now Brought Into Play

The impact of COVID-19 on the sports industry has already been widespread and far-reaching. Professional leagues have seen their schedules abruptly suspended, colleges and universities have ended their spring seasons without…more

Contract Termination, Contract Terms, Coronavirus/COVID-19, Force Majeure Clause, Sponsors

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Kristi Stotts

The Fiscal Cliff for Condominium Developers

Heard enough about the fiscal cliff? Condominium developers should take into consideration the potential liability for assessments on developer owned condominium units when structuring condominium regimes to avoid their own…more

Condominiums, Financing, Fiscal Cliff, Land Developers, Tax Assessment

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Will Stout

Understanding Infrastructure Development Districts in Tennessee

Infrastructure Development Districts (IDDs) are a pivotal tool for managing growth and development in Tennessee. As Tennessee’s population grows, the need for efficient infrastructure becomes paramount…more

Construction Project, Housing Developers, Infrastructure, Municipalities, New Legislation

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Darby Strickland Fries

Corporate Transparency Act Update

On January 23, 2025, the United States Supreme Court granted the government’s application for stay of a recent district court’s preliminary injunction of the enforcement of the Corporate Transparency Act (CTA)…more

Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, Enforcement Actions, FinCEN

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Caleb Trotter

Navigating Houston’s Unique Port, Rail, and Industrial Distribution Market: A Legal Perspective

Houston, Texas, is a powerhouse of industrial distribution, boasting one of the most dynamic logistics and transportation infrastructures in the United States. The city’s strategic location, access to global markets, and robust…more

E-Commerce, Infrastructure, International Trade, Investment Opportunities, Logistics

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Alex Valdes

2025 Texas Legislative Update: Issues Affecting Texas Homeowners’ Associations And Condominium Owners’ Associations

The 2025 Texas Legislative Session concludes on June 2, and new regulations impacting homeowners’ associations and condominium owners’ associations will be implemented on September 1, 2025…more

Architecture, Board of Directors, Compliance Dates, Condominium Associations, Corporate Governance

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Ryan Valenza

[Webinar] Investing in Universities - Legal and Financial Due Diligence: Looking Under the Hood - June 8th, 12:00 pm - 1:00 pm CDT

Join us for a webinar series on Investing in University Startup Companies. Topics discussed include legal issues, financial structures and implications, and intellectual property due diligence for venture capital…more

Due Diligence, Intellectual Property Protection, Investors, Startups, Universities

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Tom Van Arsdel

Texas Appellate Court Requires Strict Proof of Trade Secret Elements For Every Defendant in Evaluating TCPA Defense

A recent Texas appellate court decision provides additional guidance for those parties litigating trade secrets in the new era of the Texas Citizens Participation Act (“TCPA”). The holding in Morgan v. Clements Fluids S. Tex,…more

Appeals, Former Employee, Free Speech, Intellectual Property Litigation, Intellectual Property Protection

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Christine Wakeman

The Corporate Transparency Act Requires Reporting of Beneficial Owners

The Corporate Transparency Act (the "CTA") became effective on January 1, 2024, requiring many corporations, limited liability companies, limited partnerships, and other entities to register with and report certain information…more

Anti-Money Laundering, Beneficial Owner, Business Entities, Compliance, Corporate Transparency Act

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Jordan Ware

The Corporate Transparency Act Requires Reporting of Beneficial Owners

The Corporate Transparency Act (the "CTA") became effective on January 1, 2024, requiring many corporations, limited liability companies, limited partnerships, and other entities to register with and report certain information…more

Anti-Money Laundering, Beneficial Owner, Business Entities, Compliance, Corporate Transparency Act

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J. Richard White

SMU Annual Texas Survey - Article 13, Vol. 6

This article covers cases from Southwestern Reporter (Third) volumes 560 through 580 and federal cases during the same period that the authors believe are noteworthy to the jurisprudence on the applicable subject. This Survey…more

Appraisal, Condemnation, Construction Project, Foreclosure, Homesteads

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Taylor White

Pencils Down on Those Notices, Employers: A Federal Judge Just Set Aside FTC Noncompete Rule

Earlier this summer, Winstead’s Labor & Employment team reported that Judge Ada Brown in the U.S. District Court for the Northern District of Texas issued a preliminary injunction as applied only to the plaintiffs in Ryan LLC V…more

Administrative Procedure Act, Chevron Deference, Employment Contract, Federal Bans, Federal Trade Commission (FTC)

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Stewart Whitehead

The Federal Government Vaccine Mandate’s Impact on Colleges and Universities

The Biden administration on Nov. 4 released a Fact Sheet announcing the details of its Occupational Safety and Health Administration (OSHA) and Center for Medicare and Medicaid Services (CMS) COVID-19 vaccination mandates. …more

Biden Administration, Centers for Medicare & Medicaid Services (CMS), Colleges, Constitutional Challenges, Coronavirus/COVID-19

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Jeremy Wilkins

[Webinar] Community Associations: Providing A Sense of Normalcy as COVID-19 Restrictions Evolve - April 30th, 10:00 am - 10:45 am CT

Please join Winstead for a webinar as we discuss the considerations and best practices for a phased reopening of community facilities and amenities, and for management of community property…more

Amended Rules, Best Practices, Community Property, Coronavirus/COVID-19, Planned Communities

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Blake Wilson

[Webinar] Real Estate Lunch & Learn: Defending Defects Part 2 - August 11th, 12:00 pm - 1:00 pm CT

Even with strong documents designed to minimize liability, claims still occur. Implementing a comprehensive defense strategy from the very first notice of claim can be the difference between victory or defeat. Join Winstead…more

Best Practices, Construction Contracts, Construction Defects, Construction Disputes, Construction Industry

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Blake Young

The Silicon Valley Bank Failure: Implications on Commercial Leasing

This past Friday, March 10, 2023, the Federal Deposit Insurance Corp. (FDIC) announced its takeover of the failed Silicon Valley Bank (“SVB”) after a run on the bank late last week caused the largest-scale U.S. bank failure…more

Banks, Commercial Leases, Deposit Accounts, Deposit Insurance, FDIC

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