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BANKING

& FINANCE
October 2010

LLCS: NOT AS CREDITOR-RESISTANT AS THEY USED TO BE


By: Patrick S. Scott, Esq. & Jeffrey T. Kuntz, Esq.

The Florida Supreme Court on June 24 dealt a blow to what has Although the LLC statute doesn’t state that charging orders provide
long been regarded as an unassailable immunity from creditors—the the exclusive remedy for reaching a member’s interest, courts have
debtor’s membership interest in a limited liability company. The struggled to justify any collection device that forces an LLC to reduce
Court held, in a 5-2 decision, that the judgment creditor of a debtor, the debtor’s equity interest to money and to distribute it to the
who is the sole member of an LLC, may obtain an order from a court creditor. Traditionally, for a lender to recover the full value of an LLC
forcing the debtor to endorse and surrender all of her right, title, membership interest, it has been necessary for the lender to obtain a
and interest in her ownership/equity unit certificate permitting the security interest or pledge with the agreement of the LLC management,
creditor to liquidate the assets of the LLCs itself. Olmstead v. Fed. and, under most LLC articles of organization this requires unanimous
Trade Comm’n, Case No. SC08-1009 (Fla., June 24, 2010). consent of the members. To fashion remedies stronger than a charging
order, courts have looked for evidence of debtor misconduct. Such
Commentators among the community of asset planning professionals
remedies include: constructive trusts over traceable fraud proceeds;
generally believed that LLC statutes, structured
piercing the shield of the LLC upon a showing of
to limit both individual liability for company
improper use; and supplementary proceedings to
debts and the exposure of company assets to
reverse the debtor’s capitalization of the company
individuals’ debts, provided the same protection
under fraudulent transfer theories. Involuntary
for single-member LLCs as for multiple-member
bankruptcy petitions also are sometimes filed
LLCs. The only remedy for creditors provided
to invoke the broad reach of bankruptcy court
in the LLC Act, Florida Statutes chapter 608,
powers over property rights of the debtor, which
is a “charging order,” issued by the court to
include LLC interests.
block the judgment debtor from receiving any
economic benefit from the debtor’s membership Now, however, the Florida Supreme Court
interest in the LLC. This economic benefit could has distinguished single-member LLCs from
include distributions, liquidation proceeds, or multiple-member LLCs, and permitted the forced
even deductible tax losses. liquidation of the LLC itself. It reasoned that a
charging order splits the debtor’s membership
However, charging orders put the judgment
interest into its economic component (essentially assigned to the
creditor only in the position of an “assignee” of the interest. Unless
creditor) and its legal component (which ceased because the assignee
there is contrary language in the LLC articles of organization or
cannot take the legal status of member without the consent of all other
operating agreement, or all members consent, an assigned membership
members), and that the sole member of an LLC should have no basis
interest has no power to participate in management of the company’s
to complain if the entire interest is voted for liquidation, even though
financial or business affairs. For this reason, a creditor holding a
the statute has no provision for such a result. The majority of the
charging order may expect that no distributions will be voted to the
justices pointed to Florida’s execution statute, which specifically
member whose interest in the LLC has been diverted to the creditor.
permits levies on corporate stock certificates, as justification for the
If the company is manager-managed, rather than member-managed,
new remedy. The new decision by Florida’s high court puts this state
an insolvent managing member may even continue to manage the
on the side of creditors by favoring an effective economic remedy
company while a charging order is outstanding.
over what had previously been the creditor-resistant form of single-
member LLCs.

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BANKING
& FINANCE
October 2010

COURTS ARE NOT BUYING BORROWERS’ LATEST NOVEL DEFENSE: THAT THEIR
LENDERS FRAUDULENTLY OR NEGLIGENTLY QUALIFIED THEM FOR LOANS
By: Scott L. Cagan, Esq. & Cortney R. Kaiserman, Esq.

In the past two years, borrowers’ attorneys have filed a flurry of was intended to induce the lender to act–not the borrower; 3) the
preemptive lawsuits to try to avert foreclosure, raising yet another borrower could not plausibly rely on an alleged misrepresentation of
creative defense to their loan defaults: that their lender fraudulently a fact (his or her own income) that was known to him or her; and 4)
or negligently qualified them for loans by either overinflating their the borrower could not have justifiably relied on the lender’s falsifying
incomes or misrepresenting their ability to repay the loans. his or her income, especially where the borrower acknowledges that
he or she was unaware that the lender had done so.
In an attempt to avoid their loan obligations, borrowers are
increasingly bringing claims for fraud, fraudulent inducement, Moreover, the courts have relied upon well-established Florida law
fraudulent misrepresentation, negligence, breach of fiduciary duty holding that lenders are not financial advisors to borrowers, and
and failure to disclose, in which they seek damages, injunctive relief, absent a fiduciary relationship, a bank owes no duty to borrowers to
cancellation of mortgages and rescission. The thrust of borrowers’ advise them whether they have the ability to repay a loan.
complaints is that their lenders knowingly misrepresented to them
Finally, as the Eleventh Circuit aptly noted, if every borrower could
that they qualified for the loans, intentionally falsified their income
claim fraud merely because they were told by a bank that they qualified
in order to qualify them for the loans, and failed to implement and
for a loan and met underwriting standards, “every loan approval
comply with adequate underwriting standards.
could potentially result in a claim for fraudulent inducement.”
Several recent decisions by U.S. district courts in the Eleventh 1 See Azar v. Nat’l City Bank, 2010 WL 2381049 (11th Cir. June 15, 2010),
Circuit, and one by the Eleventh Circuit itself, have rejected these affirming 2009 WL 3668460 (M.D. Fla. October 26, 2009); Infante v. Bank of
types of claims by borrowers.1 Even better, these courts have not America Corp., 2009 WL 5554641 (S.D. Fla. December 18, 2009); Matthys v.
hesitated to dismiss complaints at the motion-to-dismiss stage, often Mortgage Electronic Registration Systems, Inc., 2009 WL 3762632 (M.D. Fla.
November 10, 2009); Zaffrullah v. Countrywide Home Loans, Inc., 2010 WL
before expensive and time-consuming discovery gets off the ground.
503074 (S.D. Fla. February 8, 2010); Collins v. Countrywide Home Loans,
In dismissing borrowers’ claims, courts have noted the many legal Inc., 2010 WL 55603 (M.D. Fla. January 5, 2010); Oglesbee v. Indymac
Financial Services, Inc., 2010 WL 475130 (S.D. Fla. February 8, 2010); Dixon
flaws in such claims: 1) an assertion that a borrower can afford a loan
v. Countrywide Loans, Inc., 2010 WL 1838658 (S.D. Fla. May 7, 2010).
is an opinion, not a statement of fact; 2) any alleged false statement

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BANKING
& FINANCE
October 2010

THE VOLCKER RULE: ARE BANKS BANNED FROM INVESTING IN FUNDS AND
PROPRIETARY TRADING?
By: Milton A. Vescovacci, Esq. & Jarred Leibner*

The recent financial reform legislation passed by Congress and signed The Act also permits banks to engage in proprietary trading under
into law by President Obama on July 21, 2010, entitled the Bank and some circumstances based on the specific exemptions. For example,
Savings Association Holding Company and Depository Institution banks will be permitted to (1) buy and sell certain securities on behalf
Regulatory Improvements Act of 2010 (the “Act”), imposes various of customers, (2) buy and sell certain securities in connection with
restrictions on permissible bank activities. For some banks, the cost underwriting or market-making-related activities that are designed
of compliance could be substantial. not to exceed the reasonably expected near term demands of clients,
customers, or counterparties, (3) engage in risk-mitigating hedging
One of the most significant aspects of the Act is a provision known as
activities, and (4) invest in qualified small business investment
the Volcker Rule, which seeks to limit banks,
companies and certain securities related to an
bank holding companies and their subsidiaries
insurance company.
from engaging in proprietary trading as well as
from investing or sponsoring a hedge fund or a A study regarding the Volcker Rule is required
private equity fund. While these provisions are to be completed within six months, and within
aimed at reducing systemic risk by restricting a nine months of completion of the study, the
bank’s ability to buy for their own books, the appropriate federal banking agencies will be
Act could have the effect of decreasing overall required to jointly issue the final regulations.
investment and capital market activities. Once the rules have been finalized and become
effective, these banking entities will have an
Under the new legislation, banks will be
additional period of two years in order to make
prohibited from: (1) directly or indirectly
all of their necessary divestitures. Although the
guaranteeing the obligations or performance
Board is authorized to extend this transition
of a hedge fund or a private equity fund, (2)
period for illiquid funds or where otherwise
sharing the same name or a variation of the
appropriate, banks will not be able to engage
same name with a hedge fund or private equity
in any prohibited activity once these extensions
fund, or (3) allowing a director or employee of
have expired. Consequently, banks will need
the banking entity to retain an equity interest
to be prepared to terminate their proprietary trading activities and
in the fund. Despite some of the earlier harsher versions of the Volcker
potentially transfer their interests to another entity that does not fall
Rule, the Act now permits banks to have de minimis investments in
within the ambit of the Volcker Rule. Banks also need to understand
private equity funds or hedge funds and also enables them to provide
this new legislation in order to assess how it will affect their current
sufficient initial equity to a fund to attract unaffiliated investors.
relationships with any hedge funds or private equity funds that they
However, banks using this exemption will be required to reduce
currently do business with.
their ownership not later than one year from the fund’s formation
so that they do not retain more than three percent of the fund’s total The Act has changed the landscape in the banking world and,
ownership. Furthermore, banks will be required to limit their total consequently, banks should understand the ramifications of this new
investments in all such funds to no greater than three percent of the legislation and prepare to comply with its provisions.
Tier 1 capital of the banking entity. *Jarred Leibner, summer associate at GrayRobinson in Fort Lauderdale and a
JD/MBA candidate at the University of Miami, contributed to this article.

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BANKING
& FINANCE
October 2010

LITIGATION HOLD LETTERS


By: David S. Hendrix, Esq. & Mark Schellhase, Esq.

In today’s business environment, organizations rely on electronic must undertake the following actions:
communication and record keeping. When actual or reasonably
• Identify all sources and locations of potentially relevant ESI;
anticipated litigation arises, a party and its counsel must make certain
that all sources of potentially relevant information are identified and • Identify persons within the organization with authority to
placed “on hold.” Zubulake v. UBS Warburg LLC, 220 F.R.D. 212, suspend normal destruction procedures and impose a litigation
218 (S.D.N.Y. 2003). Electronically Stored Information (“ESI”) hold;
dramatically increases the number of documents subject to discovery
• Tailor the scope of the initial litigation hold based upon the
and has necessitated use of litigation holds to protect all potentially
information known at that time;
relevant information.
• Implement the litigation hold by
The burden of protecting this
suspending the normal destruction
information is shared between
of ESI and other information to
an organization and its counsel.
preserve all potentially relevant
“Proper communication between
information;
an organization and its attorney
ensures: (1) that all relevant • Effectively communicate
information (or at least all notice of the litigation hold to
sources of relevant information) the appropriate custodians of
is discovered; (2) that relevant affected records, as well as other
information is retained on a individuals (potentially to include
continuing basis; and (3) that third parties), who may possess
relevant non-privileged material relevant information;
is produced to the opposing
• Document all steps taken by
party.” In re Seroquel Prod.s
the organization and counsel in
Liab. Litig., 244 F.R.D. 650,
implementing the litigation hold;
663 (M.D. Fla. 2007), (quoting
Zubulake v. UBS Warbug LLC, • Monitor the scope of the
229 F.R.D. 422, 432 (S.D.N.Y. litigation hold and make
2004)). Counsel must oversee adjustments where needed as the
compliance with the litigation litigation progresses; and
hold by monitoring the party’s efforts to retain and produce the
• Release the litigation hold only when there is no continuing duty
relevant documents. Id. In order to meet this obligation, counsel must
to preserve the information.
become familiar with the organization’s systems and procedures as
well as communicate with all key players involved in the litigation. Id. When these obligations are not met, the organization and its counsel
face potential sanctions for the spoliation of potential evidence.
In many cases, counsel will send an initial litigation hold letter to notify
“Sanctions may be imposed against a litigant who is on notice that
the organization of its obligation to retain all potentially relevant
documents and information in its possession are relevant to litigation
information. When a litigation hold is necessary, the organization

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BANKING
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October 2010

LITIGATION HOLD LETTERS…CONTINUED

[ ] or potential litigation ... and destroys such documents and are present: (1) evidence once existed that could fairly be supposed to
information.” Swofford v. Eslinger, 671 F.Supp.2d 1274 (M.D. Fla. have been material to the proof or defense of a claim at issue in the
2009) (quoting Optowave Co., Ltd. v. Nikitin, 2006 WL 3231422 case; (2) the spoliating party engaged in an affirmative act causing
(M.D. Fla. Nov.7, 2006)). The elements of a spoliation claim are: (1) the evidence to be lost; (3) the spoliating party did so while it knew or
the existence of a potential civil action; (2) a legal or contractual duty should have known of its duty to preserve the evidence; and (4) the
to preserve evidence which is relevant to the potential civil action; (3) affirmative act causing the loss cannot be credibly explained as not
destruction of that evidence; (4) significant impairment in the ability involving bad faith by the reason proffered by the spoliator. Calixto
to prove the lawsuit; (5) a causal relationship between the evidence v. Watson Bowman Acme Corp., 2009 WL 3823390 (S.D. Fla. 2009
destruction and the inability to prove the lawsuit; and (6) damages. Nov. 16, 2009); see also Swofford, 671 F. Supp. 2d at 1282 (inferring
Green Leaf Nursery v. E.I. DuPont De Nemours and Co., 341 F.3d bad faith based upon a knowing and willful disregard for the clear
1292, 1308 (11th Cir. 2003). obligation to preserve evidence).
In the Eleventh Circuit, sanctions for spoliation of evidence are To avoid potential sanctions, litigation holds should be implemented
appropriate “only when the absence of that evidence is predicated on at the onset of anticipated litigation. The organization and its counsel
bad faith… .” Bashir v. Amtrak, 119 F.3d 929, 931 (11th Cir. 1997). must identify all relevant sources of information and create processes
However, the spoliating party need not have acted with malice when to preserve all such information. Further, the organization and
spoliating the evidence in order for the court to draw an adverse its counsel must monitor compliance with the litigation hold as the
inference. Graff v. Baja Marine Corp., 310 Fed.Appx. 298 (11th Cir. litigation develops. Most importantly, the organization must avoid
2009). the spoliation of any relevant information, including ESI. Proactive
creation and implementation of a litigation hold avoids potential
Even when no direct evidence of bad intent exists, bad faith may be
sanctions and protects the organization’s position in the litigation.
found on circumstantial evidence where all of the following hallmarks

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BANKING
& FINANCE
October 2010

SUPREME COURT FINDS THAT SILENCE DOES NOT EQUAL ACQUIESCENCE TO


CLASS ACTION ARBITRATION
By: Alissa M. Ellison, Esq.

The United States Supreme Court recently considered whether at 1773-74 (citing Volt Information Sciences, Inc. v. Board of Trustees
or not a party to an arbitration agreement, which is silent on the of Leland Stanford Junior Univ., 789 U.S. 468, 479 (1989)). The
issue of class actions, could be forced to participate in class action Court further stated that it was clear from its “precedents and the
arbitration as opposed to bilateral arbitration. In Stolt–Nielsen S.A. contractual nature of arbitration that parties may specify with whom
v. AnimalFeeds Int’l Corp., 130 S. Ct. 1758 (2010), AnimalFeeds they choose to arbitrate their disputes.” Id. at 1774. (emphasis
filed a putative class action lawsuit against Stolt-Nielsen for various added). Based on these principles, the Court ruled that a party
antitrust claims. Id. at 1765. The charter agreements between the cannot be compelled under the FAA to submit to class arbitration
parties contained an arbitration clause that was completely silent on unless there is a contractual basis for concluding that the parties
the issue of class action arbitration. Id. at 1765-66. Accordingly, agreed to class arbitration. Id. The Court further stated that the
the parties ultimately agreed that they must arbitrate their arbitration panel had “regarded the agreement’s silence on
dispute in accordance with their arbitration agreement. the question of class arbitration as dispositive” and that
Id. at 1765. However, the parties disagreed as to “[t]he panel’s conclusion [was] fundamentally at war
whether the arbitration should be conducted on a with the foundation FAA principal that arbitration
class-wide or bilateral basis and submitted this is a matter of consent.” Id.
question to a panel of three arbitrators. Id. at
As further support for its decision, the
1765-66.
Court considered many of the fundamental
Despite Stolt-Nielsen’s arguments to the contrary, changes that would necessarily result from a
the arbitration panel determined that the shift away from bilateral arbitration to class-
arbitration clause between the parties permitted action arbitration, such as the vast differences in
class arbitration because there was nothing procedural protections and appellate review. Id.
included therein to “establish that the parties’ charter at 1775-76. The Court determined that a class action
agreements intended to preclude class arbitration.” Id. arbitration “changes the nature of the arbitration
at 1766 (internal citation omitted). The arbitrators further to such a degree that it cannot be presumed the parties
determined that any other result would leave “‘no basis for a class consented to it by simply agreeing to submit their disputes to an
action absent express agreement among all parties and the putative arbitrator.” Id. at 1775.1
class members.’” Id. at 1766 (internal citations omitted).
As a result of the Court’s decision in Stolt-Nielsen v. AnimalFeeds,
Stolt-Nielsen then sought judicial review of the arbitrators’ decision parties may now be able assert a contractual right to a bilateral
by filing an application to vacate the arbitrators’ award in the district arbitration without running the risk of class action arbitration,
court. Id. The district court vacated the award, concluding that the even if the arbitration agreement is silent on this issue. Moreover,
arbitrators’ decision was made in “manifest disregard” of the law the Court may have significantly limited the number of class-action
because the arbitrators had failed to conduct a choice-of-law-analysis. arbitrations, as the Court’s ruling clearly requires some evidence of
Id. Subsequently, AnimalFeeds appealed to the Court of Appeals, intent before subjecting a party to class arbitration. Thus, this ruling
who reversed the district court’s opinion. Id. can be viewed as a victory for businesses opposing class arbitration.
The controversy eventually reached the United States Supreme 1 However, it should be noted that the Court specifically declined to determine
what contractual basis would support a finding that the parties agreed to
Court. In reaching its conclusion, the Court first emphasized that, in
class-action arbitration. Id. at 1766, n. 10.
construing an arbitration clause, “courts and arbitrators must ‘give
a
effect to the contractual rights and expectations of the parties.’” Id. a mp
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BANKING
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October 2010

ABOUT THE AUTHORS


Scott L. Cagan Alissa McKee Ellison David S. Hendrix Cortney R. Kaiserman
Fort Lauderdale Tampa Tampa Fort Lauderdale
954-761-8111 813-273-5000 813-273-5000 954-761-8111
scott.cagan@ alissa.ellison@ david.hendrix@ cortney.kaiserman@
gray-robinson.com gray-robinson.com gray-robinson.com gray-robinson.com

Jeffrey T. Kuntz Mark Schellhase Patrick S. Scott Milton A. Vescovacci


Fort Lauderdale Tampa Fort Lauderdale Miami
954-761-8111 813-273-5000 954-761-8111 305-416-6880
jeffrey.kuntz@ mark.schellhase@ patrick.scott@ milton.vescovacci@
gray-robinson.com gray-robinson.com gray-robinson.com gray-robinson.com

The GrayRobinson Banking & Finance Group offers a Special by some of our most seasoned Banking & Finance Group attorneys
Assets Webinar to our valued clients which can be specifically and includes in-depth discussion on:
tailored to your needs. This Webinar was designed and is presented
• LOAN DOCUMENTATION AND REVIEW • BANKRUPTCY
File review, essential documentation review such as notice, Suggestion of bankruptcy and banks duties and obligations,
waiver, default, acceleration, attorneys fees, jury waiver, creditors meeting, motions to lift stay, adequate protection
adequacy of signatures, documents, filings, guarantees, issues, class of claims (secured, unsecured, split claims),
securitization of collateral when you contact your attorney, Chapter 7, 11, 13 and the differences,trustees, receiverships,
strategy of loan modification vs. litigation, early settlement plan confirmation, cram down, adversarial actions, collection
offers and settlement privilege issues, set off and freezing of judgments (writs, garnishments and replevins) both in and
accounts. out of bankruptcy.
• LITIGATION • SHOW CAUSE FORECLOSURES
Demand letters, attorney client privilege, foreclosure Florida Statute Section 702.10 Defenses AND advanced
complaints, affidavits of indebtedness, guarantee actions, litigation Techniques designed to speed up the litigation
service (in person and substitute service), motions to dismiss, process.
summary judgment, trial (jury and non-jury), arbitration • FORECLOSURE SALES
clauses (when to consider and when not to), motions for
rehearing effect on sale date, foreclosure sales, bidding For more information about this webinar or other in-house
instructions, use of attorney or agent at sale, alternates to specialized training webinars, please contact:
litigation such as deed in lieu, environmental studies, surveys,
David S. Hendrix
jurisdiction (state and federal).
Chairman, Banking & Finance
800-338-3381
david.hendrix@gray-robinson.com

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BANKING
& FINANCE
October 2010

GRAYROBINSON BANKING & FINANCE GROUP


FORT LAUDERDALE ORLANDO
James D. "Jim" Barnett jim.barnett@gray-robinson.com William H. Beaver, II william.beaver@gray-robinson.com
Scott L. Cagan scott.cagan@gray-robinson.com John M. "Jay" Brennan jay.brennan@gray-robinson.com
Cortney R. Kaiserman cortney.kaiserman@gray-robinson.com Terence "Terry" J.
Jeffrey T. Kuntz jeffrey.kuntz@gray-robinson.com Delahunty, Jr. terry.delahunty@gray-robinson.com
Steven A. Lessne steven.lessne@gray-robinson.com Phillip R. Finch phil.finch@gray-robinson.com
Thomas H. Loffredo tom.loffredo@gray-robinson.com Gregg R. Lehrer gregg.lehrer@gray-robinson.com
Ivan J. Reich ivan.reich@gray-robinson.com Frederick W. Leonhardt fred.leonhardt@gray-robinson.com
Roland E. Schwartz roland.schwartz@gray-robinson.com Byrd F. "Biff" Marshall, Jr. biff.marshall@gray-robinson.com
Patrick S. Scott patrick.scott@gray-robinson.com Borron J. Owen, Jr. borron.owen@gray-robinson.com
Paul S. Quinn, Jr. paul.quinn@gray-robinson.com
JACKSONVILLE Gary S. Salzman gary.salzman@gray-robinson.com
Jason Burnett jason.burnett@gray-robinson.com Jason W. Searl jason.searl@gray-robinson.com
Lee Stathis Haramis lee.haramis@gray-robinson.com C. Gene Shipley gene.shipley@gray-robinson.com
Kenneth B. Jacobs ken.jacobs@gray-robinson.com Daniel E. Traver daniel.traver@gray-robinson.com
Cynthia M. Montgomery cynthia.montgomery@gray-robinson.com
Terry A. Moore terry.moore@gray-robinson.com TAMPA
Chair - David S. Hendrix david.hendrix@gray-robinson.com
LAKELAND Joseph P. Covelli joseph.covelli@gray-robinson.com
David D. Hallock, Jr. david.hallock@gray-robinson.com Thomas W. Danaher thomas.danaher@gray-robinson.com
Henry M. Morgan, Jr. hank.morgan@gray-robinson.com Alexandra de Alejo alexandra.dealejo@gray-robinson.com
Stephen C. Watson steve.watson@gray-robinson.com Alissa McKee Ellison alissa.ellison@gray-robinson.com
Brian J. Fender brian.fender@gray-robinson.com
Jeanette M. Flores jeanette.flores@gray-robinson.com
MELBOURNE Stephen L. Kussner stephen.kussner@gray-robinson.com
Patrick F. Healy patrick.healy@gray-robinson.com Scott R. Lilly scott.lilly@gray-robinson.com
Donald A. Nohrr don.nohrr@gray-robinson.com Thomas A. Mann II thomas.mann@gray-robinson.com
Mark Schellhase mark.schellhase@gray-robinson.com
MIAMI Aaron J. Silberman aaron.silberman@gray-robinson.com
Leyza F. Blanco leyza.blanco@gray-robinson.com David L. Smith david.smith@gray-robinson.com
Gary M. Carman gary.carman@gray-robinson.com John I. Van Voris john.vanvoris@gray-robinson.com
Ileana M. Espinosa Kim Hernandez Vance kim.vance@gray-robinson.com
Christianson ileana.christianson@gray-robinson.com Richard M. Zabak richard.zabak@gray-robinson.com
Richard F. Danese richard.danese@gray-robinson.com
Veronica A. Meza veronica.meza@gray-robinson.com
Robert A. Schatzman robert.schatzman@gray-robinson.com
Steven J. Solomon steven.solomon@gray-robinson.com
Frank P. Terzo frank.terzo@gray-robinson.com
Milton A. Vescovacci milton.vescovacci@gray-robinson.com
Nicolas J. Watkins nicolas.watkins@gray-robinson.com
Mark S. Weinberg mark.weinberg@gray-robinson.com
Steven W. Zelkowitz steven.zelkowitz@gray-robinson.com

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