The firm’s Business law group provides a comprehensive package of legal services to our clients. Some of our attorneys handle transactions and are considered “deal” lawyers; others serve as outside general counsel to national and international companies headquartered in the Mid-Atlantic Region. Our lawyers are problem solvers and “big picture” strategic thinkers.

Our Litigation group possesses extensive experience representing individuals and businesses in a broad variety of matters in state and federal court, before administrative agencies, and in arbitration and alternative dispute resolution proceedings. We value attention to detail and appreciate how critical it is to efficiently protect our clients’ interests in any litigation.

The firm’s Real Estate group handles a broad variety of matters, representing developers, borrowers, investors and lenders in all types of asset classes. Our real estate lawyers think creatively and provide practical advice, based on deep experience.

Our Succession Planning, Trusts and Estates group assists individuals and families in connection with estate planning, financial and tax planning services, family business succession planning and charitable giving. We work with executors and beneficiaries to efficiently administer estates, and we advise corporate and individual trustees and other fiduciaries on issues involving trusts, estates, family settlement agreements and other related actions. In the event litigation is necessary, we provide legal representation in connection with any disputes.

Our Business law group advises a large variety of commercial enterprises in diverse industries. We represent companies in all stages of governance, management and operations, including start-up companies, established businesses and entities in transition. Our work includes:

• Entity formation and organizational structure
• Majority and minority shareholder/equity issues
• Buy-sell agreements
• LLC operating agreements
• Joint venture and partnership agreements
• Legal compliance audits and licensing and permits

Our Business law attorneys work closely with our real estate, estate planning and tax lawyers to provide a comprehensive approach to organizational structure and succession planning issues.

We also draft and negotiate almost every conceivable form used in the operations of most manufacturing, distribution and service businesses, including:

• Supply, distribution, service, marketing and license agreements
• Commercial documents for selling products, offering services to customers and terms and conditions of sale

Hyland Levin has experience handling complex shareholder, member, and asset acquisition transactions, mergers and dispositions.  Our corporate transactional practice includes:

• Drafting and negotiating shareholder, member and asset purchase agreements
• Drafting and negotiating compensation, non-competition, non-solicitation and non-disclosure agreements
• Performing acquisition due diligence
• Pre and post-closing tax planning
• Borrower and lender representation in finance transactions

Hyland Levin Shapiro’s Food and Beverage Law Group is an inter-disciplinary legal team with specific knowledge of and experience in the food and beverage industry.  Our attorneys provide a wide range of legal services and support to clients on operational, contractual, regulatory and business matters.  Our experience includes:

• Serving as outside general counsel in the U.S. to international manufacturers and domestic manufacturers and processors of foods and ingredients.
• Regularly drafting commercial contracts relevant to the food industry including manufacturing, co-packing, product development, joint development, confidentiality, NDAs, licensing, distribution, indemnification and guarantees, broker, bailment, warehousing, supplier, floor stock, private labels, independent contractor, management and consulting agreements and terms and conditions of sale and purchase.
• Active, ongoing counseling on supply chain transparency, e-commerce sales, codes of conduct, corporate social responsibility, OFAC requirements, and FDA, FSMA and USDA matters relating to food safety, food labeling and regulatory compliance.
• Representing national restaurant chains, shopping center developers, hotels and local business owners in liquor license transactions and regulatory matters in the State of New Jersey, including the purchase and sale of liquor licenses, place-to-place and person-to-person transfers, pocket licenses, special rulings, and management and structuring issues.
• Representing food and beverage clients in a complete range of commercial, regulatory and contract disputes and litigation matters, including the protection of trade secrets and confidential business information, transportation and supply chain logistics, internal and regulatory investigations, white-collar crime matters, indemnification claims, and employment related disputes.
• Providing sophisticated real estate and financing, land use, environmental and leasing services to national franchisors, multi-unit franchise owners, wineries, restaurant tenants and local food and alcohol beverage retailers.
• Performing due diligence and negotiating and documenting mergers, acquisitions, financings and refinancings, stock and asset sales and joint ventures involving food and beverage businesses.
• Assisting distributors and supply chain logistic companies in negotiating and structuring transportation and logistics contracts for shipping and warehousing.

Our franchise and distribution clients vary from start-up franchise and distribution systems to large private and public multi-national companies. We also regularly advise private investors contemplating franchise and distribution system investment opportunities.

Our franchise law counseling and compliance work includes:

• Assisting with transactional and regulatory matters
• Advising on structure of franchise offerings
• Preparing franchise disclosure documentation and state registration applications
• Advising on state and Federal Trade Commission disclosure law compliance, exemptions and licensing
• Offering ongoing system counseling, from sales to terminations

Our distribution and licensing law practice includes:

• Drafting and negotiating dealer and distribution agreements
• Advising on dealer and distributor terminations
• Drafting and negotiating licensing agreements
• Advising on industry specific regulations

Our attorneys are experienced appellate practitioners and have handled numerous civil and criminal appellate matters in state and federal court.  Our litigators excel at oral argument in the appellate setting, and our written submissions are meticulously prepared.  We have represented businesses and individuals in appellate matters in New Jersey, Pennsylvania, Delaware, and Arkansas.

Our Bankruptcy, Workouts and Creditor’s Rights practice group routinely represents clients in bankruptcy cases, including negotiation and litigation of disputed claims and appearing in contested and adversary proceedings.  We advise and represent clients’ interests in cash collateral and debtor-in-possession financing proceedings unique to the bankruptcy court forum.  The litigation strategies developed by our attorneys are tailored to each client’s specific interests and the circumstances of each different case.

Our litigators aggressively represent our clients’ legal interests and focus on results so they can tend to their business. We regularly handle disputes arising out of:

• Contracts and secured transactions
• Shareholder/Partnership/Joint Venture disputes
• Business torts, including claims of fraud and unfair competition, tortious interference with contract and breach of fiduciary duty
• Trade secrets and rights to intellectual property
• Statutory claims under the Lanham Act, federal and state RICO statutes, New Jersey’s Franchise Practices Act and Consumer Fraud Act

Our litigators represent owners, developers, general contractors, and all tiers of subcontractors in a range of commercial construction disputes.  As active members of trade associations and state bar associations, we are at the forefront of issues facing the construction community.  We have extensive experience handling an array of construction litigation issues, including construction defect claims, scope of work disputes, delay and inefficiency claims, professional negligence claims, mechanic's liens, bid protests, and procurement matters.  We have represented small and minority businesses facing scrutiny in connection with the award of set-aside contracts.

Our attorneys have represented businesses and individuals in internal and government investigations and through all stages of criminal litigation.  We have represented targets and witnesses in a range of state and federal proceedings involving, among others, false claims in public contracting, health care fraud, bank fraud, embezzlement, public corruption, money laundering, and Foreign Corrupt Practices Act investigations.  We have handled subpoenas and counseled clients from various industries, including medical device manufacturers, pharmacies, distributors, and construction companies, as well as individuals associated with the entities.  We also represent individuals who are facing charges in street crime cases, including conspiracy, reckless manslaughter, assault, endangering, and distribution.  Some of our best successes involve matters that are resolved before they ever rise to the level of formal charges.

Our Litigation group handles matters that can jeopardize an entire business and the owner’s livelihood. Examples of such issues are:

• Post-employment restrictive covenants
• Severance agreements
• Unfair competition
• Tortious interference
• Misappropriation of funds/trade secrets/confidential business information
• Business defamation

We understand the importance of timely action with respect to terminations of relationships. Our Litigation group has represented numerous entities seeking immediate injunctive relief in Court and the subsequent pursuit of damages when appropriate. We regularly handle matters involving:

• Terminations
• Trademark infringement
• Restrictive covenants
• Encroachment
• Collections

Our real estate litigators have significant experience and a reputation for excellence in:

• Easement and boundary line disputes
• Quiet title actions
• Foreclosure defense and workouts
• Eminent domain and inverse condemnation
• Prerogative writ actions
• Defense of zoning approvals and permits
• Commercial leasing disputes

We serve as outside general counsel for many condominium and homeowner associations. Given ongoing relationships with residents and vendors, we assist our clients with day-to-day issues that frequently arise. Our lawyers are skilled at applying a practical approach when needed. Below is a list of the services we provide for our clients:

• Drafting and enforcing:
• Public Offering Statements
• Declarations/Master Deeds
• Bylaws
• Rules and Regulations
• Resolutions
• Policies
• Association Service Contracts
• Elections
• Developer transition
• Municipal services and relations
• Regulatory compliance
• Insurance claims
• Member disputes
• Fiduciary duties of board members
• Litigation
• Alternative dispute resolution

We also have significant experience in handling transition matters to successful conclusion. When control shifts from the developer to the unit owners, we appreciate the challenges for members of the board, and we provide the experience and support needed for associations to work their way through this process. We are “in the trenches” with our associations every step of the way. Our firm analyzes whether the developer and contractors complied with their obligations with respect to construction, establishment of reserves and assessments. We aggressively pursue claims to address construction defects and related damages and, if appropriate, develop creative solutions to resolve the claims.

Our Real Estate group handles condemnation matters on behalf of condemning authorities, property owners and tenants. We assist our clients with:

• Challenges to public purpose and blight designations
• Valuation issues
• Residual damages in partial takings
• Claims for relocation damages
• Inverse condemnation claims

Our environmental law practice covers a wide spectrum of issues relating to our clients' use, acquisition, development and disposition of real property, such as:

• Regulatory and enforcement matters by the New Jersey Department of Environmental Protection, Pinelands Commission, US Army Corps of Engineers and United States Environmental Protection Agency
• Wetlands, tidelands, waterfront and coastal area development approvals
• Threatened and endangered species habitat
• Water supply issues and wastewater management planning
• "Green" projects, including solar and wind energy
• Litigation and appeals involving the Freshwater Wetlands Protection Act; the Coastal Area Facilities Review Act; the Industrial Site Recovery Act; the Pinelands Protection Act; and numerous other environmental laws

Our clients’ projects have included diverse projects such as nuclear electric generating facilities, quarries, dams, marinas, golf courses, shopping centers, medical facilities, day care centers and houses of worship.

Our Real Estate group has significant experience representing rental and for-sale housing owners, developers and private equity investors in multifamily transactions in New Jersey and nationwide.

We represent owners, developers and investors in connection with all aspects of multifamily transactions, including:

• Organizational structuring
• Joint venture issues
• Drafting and negotiating acquisition and sale agreements
• Due diligence
• Closing documentation
• Property and asset management issues

We also regularly represent owners in acquisition financings and re-financings, including financings with qualified lenders providing funding through the Fannie Mae and Freddie Mac programs. We routinely prepare, negotiate, issue and deliver legal opinions on formation, authority, execution and delivery and enforceability matters, as well as providing non-consolidation opinions for securitized transactions.

Given our experience, we are skilled at closing multi-property, multi-jurisdictional transactions in an efficient, focused and timely manner.

We represent all types of property owners in challenges to real property tax assessments before County Boards of Taxation and the New Jersey Tax Court. The deadline for contesting a tax assessment in New Jersey is generally April 1 of the current tax year.

We also work with developers to negotiate the assessments on new development projects. We routinely advise buyers, sellers and foreclosing lenders on realty transfer fee issues. Our attorneys also provide property valuation counseling and litigation advice to partnerships, limited liability companies and other entities involved in valuing real property and interests in the entities that own real property, including for succession and gifting purposes.

Our Real Estate group has extensive experience in retail, industrial, commercial and office leasing in New Jersey and nationwide.

We represent both landlords and tenants and believe that our appreciation of the issues from both viewpoints allows us to expedite negotiations and pragmatically resolve issues to achieve a prompt and efficient finalization and execution of a mutually acceptable lease.

Our Real Estate group assists local, regional and national developers, owners and investors in all stages of the development process, from land acquisition through permanent financing.

We regularly draft and negotiate:

• Acquisition and sale agreements
• Option agreements
• Easements, declarations and developer agreements
• Construction documentation
• Closing documentation

Our practice includes handling transactions involving vacant land, residential, healthcare, office, hotel, special purpose, industrial, shopping center, retail and multi-family properties, of all sizes, in New Jersey, Pennsylvania and nationwide.

We also have extensive experience representing both borrowers and lenders in a variety of financing transactions, including:

• Acquisition
• Refinancing
• Restructuring
• Construction
• Mezzanine financings

Members of the Real Estate transactional group also work with attorneys in our Succession Planning, Trusts and Estates group, as well as our Litigation group, to provide clients with coordinated, business-minded legal advice and practical solutions.

The firm’s land use practice is almost exclusively applicant-based representation on behalf of national, regional and local clients on a recurring basis. We regularly assist our clients in obtaining all required development approvals and permits, including:

• Local municipal and county subdivision, site plan and general development plan approvals
• Variances, waivers and zoning amendments and permits
• Approvals and permits from the Department of Transportation, Department of Environmental Protection, Pinelands Commission and under the Coastal Area Facilities Review Act (CAFRA)

When necessary, we will also undertake challenges to the denial of development applications and defend approvals and permits obtained when appealed by objectors.

A significant part of the group’s practice consists of providing estate and business planning for owners of closely held businesses and, in particular, family-owned businesses.

• We provide estate and business planning for owners of closely held businesses and, in particular, family-owned businesses.
• We advise on issues of business continuity, buy-sell agreements, life insurance and restructuring opportunities, and we assist our clients in establishing family limited partnerships.
• Using both traditional trust structures and business entities, we have been able to help our clients achieve their objectives of protecting family wealth within a flexible framework.
• We recognize and understand the family and personal dynamics involved in these types of situations and excel in succession planning for family-owned businesses.

We handle all phases of estate administration.

• We assist the executor during every step of the administration process, including probate, taxes, investment planning and asset distribution.
• We advise executors and beneficiaries of estates on tax planning and prepare family settlement agreements.
• We advise clients on the advantages of tax elections, disclaimers and other post-mortem estate planning techniques.

We have a special interest in preserving and protecting wealth.

• We create tax efficient customized estate plans using wills, lifetime and testamentary trusts, general powers of attorney, medical powers of attorney and living wills.
• We identify and implement lifetime giving strategies using a full range of trusts and wealth transfer instruments, including grantor-retained annuity trusts, dynasty trusts, qualified personal residence trusts, grantor trusts and revocable trusts, which also serve as asset protection devices.
• We assist our clients in achieving their philanthropic objectives by creating charitable giving programs and family foundations.

Our Litigation group has experience in the field of trusts and estates and consults seamlessly with our Succession Planning, Trusts and Estates group.

• We represent executors, trustees and beneficiaries in connection with trust/estate disputes.
• Such matters include disputes regarding the validity and interpretation of trusts, wills and other estate planning documents, undue influence and breach of fiduciary duties.
• Matters of this type often involve emotional as well as legal issues. We work efficiently to secure a result that is consistent with our clients’ goals, while considering the personalities of the litigants.