Banking & Finance Law  

Our Banking & Finance Legal Services

• Officer and director responsibility and liability
• Mortgage loans
• Regulatory compliance and liability
• Work-out situations
• Collateral management issues
• Bankruptcy representation
• Partnering with economic development entities
• Trust Department operations
• Trust and estate issues
• Contractual issues
• Employment and labor issues
• Consumer lending and liability issues
• Credit card operations
• Payment systems
• Depository accounts
• Student loans
• Dealer paper
• Title insurance services
• Governmental relations
• Civil and criminal litigation

F. B. Webster Day
540.512.1802
wday@spilmanlaw.com

Bruce M. Jacobs
304.340.3863
bjacobs@spilmanlaw.com
 

Chemical Industry Law

Our Chemical Industry Legal Services

• Litigating disputes, including environmental and toxic tort claims, claims of asbestos-related injuries, unfair trade practices, deliberate intent injury claims, and employment-related jury, bench and administrative trials and mass consolidations
• Defending highly complex medical monitoring claims, including class actions, for companies in high-stakes litigation
• Representing chemical manufacturers in EPA’s New Source Review enforcement initiatives against them
• Representing chemical manufacturers in investigations involving possible criminal enforcement of alleged environmental crimes
• Representing and counseling of chemical manufacturers on RCRA compliance, including environmental audits and defense of enforcement actions and administrative matters
• Representing chemical manufacturers in a variety of enforcement actions, investigations and rulemakings
• Providing comprehensive human resources audits, conducting comprehensive employee training programs, drafting and modifying personnel policies and procedures, and helping clients navigate employment decisions
• Representing clients in union organizing campaigns, collective bargaining negotiations, unfair labor practice charges, arbitrations, discharges, strikes, civil litigation, and complex mergers and acquisitions
• Structuring large, multi-asset transactions for chemical companies
• Representing parties in cash collateral disputes, preference actions, asset purchases and sales, reclamation claims, executory contract and leasing issues, and numerous bankruptcy litigation matters, including automatic stay, equitable subordination, fraudulent transfer, and claims objections
• Assisting in protecting clients against credit risks before a customer bankruptcy filing
• Preparing and prosecuting patent applications

Heather Heiskell Jones
304.340.3842
hheiskell@spilmanlaw.com

Clifford F. Kinney, Jr.
304.340.3844
ckinney@spilmanlaw.com

Community Banking Law

• Corporate governance
• Commercial lending, including asset-based lending
• Mergers and acquisitions
• Taxation matters
• Labor and employment matters
• Regulatory interpretation and defense
• Securities registration and filing
• Bankruptcy, work-outs and collections matters
• Consumer finance matters
• Workplace investigations
• White collar criminal defense and compliance

Our Community Banking Legal Services 

Spilman's community banking attorneys are immersed in the industry, helping clients understand and appreciate the unique challenges and opportunities facing community and super-community banks. We serve as outside general counsel or as an extension of a client’s in-house legal department through prompt, knowledgeable assistance on a wide array of legal and banking issues. We also regularly provide opportunities for updates and education on legal and banking issues through such means as timely and informative seminars, webinars and e-newsletters. Finally, as part of our commitment to offer clients maximum value, we offer both traditional and alternative billing arrangements for our services.  

Whether you need legal representation or general business advice, Spilman’s seasoned community banking lawyers are well-equipped to assist and would welcome the opportunity to do so.

For more information regarding our community banking practice, please contact:


Hugh B. Wellons
540.512.1809
hwellons@spilmanlaw.com

Construction Law 

Our Construction Industry Legal Services

• Mechanics' liens
• Cost impact and delay claims
• Construction defects
• Payment and performance bond claims
• Environmental compliance
• Permitting and licensing
• Construction financing
• Employment and immigration
• Occupational safety and health
• Workers’ compensation
• Insurance coverage

Consumer Finance Law

Consumer Finance Litigation

Education Law

Our Higher Education Legal Services

• Labor and Employment—human resources, benefits, employment policies and handbooks, executive and faculty contracts, appointment letters, retention issues, tenure, performance management, termination, investigations, training, charges and complaints, employment lawsuits
• Multi-Media—rights, license agreements, procurement rules and regulations
• Athletics—NCAA/NAIA compliance, audit, and regulatory review
• Title IX (sexual harassment/assault, dating violence, domestic violence, stalking)—complaints, investigations, policies and procedures, training, hearings
• Government Relations—legislative advocacy, responses to governmental inquiries, consultation on planned or pending governmental action
• Campus Property, Grounds, and Operations—construction law, public-private construction partnerships, bond issuance, real estate acquisition/divestment, land use
• Intellectual Property—brand ownership and licensing, sponsorships, research patents
• Immigration—faculty, staff,and student visas and compliance
• Education Records—FERPA and FOIA requests, subpoenas, policies and procedures, training
• ADA/Section 504—accommodations, policies and procedures, charges, audits and investigations
• Clery Act /Violence Against Women Act—annual reporting, crime designations, statistics review, policies and procedures
• First Amendment—policies and procedures, complaints, protest/petition review, media management
• Student Conduct—policies, procedures and handbooks, complaints, investigations, reports, hearings, sanctions, training
• New Program Development—course, program, and curriculum review and development
• Financial Services—bond financing, financial aid, collections, planned giving assistance
• Regulatory Consultation and Advice—open meetings laws, governance issues, compliance
• Information Security—data security and breach planning, electronic discovery services, crisis management
• Major Incident Response (e.g., missing student, active shooter/armed intruder)—policies, protocols, and risk management practices
• Insurance (general liability, abuse and molestation, data breach and cyber risk, directors and officers, workers' compensation, professional errors and omissions, property, travel, commercial automobile/fleet, crime exposure, business income loss)—policy review and guidance
• Contracts—document review, negotiation, breach allegations and disputes
• Governance—internal and external policies, bylaws, charters, board consultation
• Agency Reviews—Department of Education, Office of Civil Rights, Equal Employment Opportunity Commission, National Labor Relations Board, and other agency charges, reviews, and audits
• Tax-Exempt Status—non-profit and governmental tax review, planning, strategy, compliance, and tax audit advocacy response services

Energy Law 

Our Engergy Industry Legal Services 

• Natural gas
• Electricity
• Water and sewer
• Coal
• Transportation
• Telecommunications
• Landfill
• Wind power

• Certificates for natural gas and coal-fired power plants and wind power projects
• Restructuring of the electric industry
• Planning and litigating the first LDC bypasses
• Negotiating and drafting energy contracts
• Curtailment and interruption cases
• Drafting rules, regulations and statutes

Health Care Law

Our Health Care Legal Services

David P. Ferretti
304.340.3859
dferretti@spilmanlaw.com

Michael S. Garrison
304.291.7926
mgarrison@spilmanlaw.com

Kevin L. Carr
304.340.3877
kcarr@spilmanlaw.com

Insurance Industry Law

For clients operating in the insurance industry, Spilman Thomas & Battle offers the following services:

Insurance Coverage & Bad Faith

Insurance Defense

Insurance Government Relations/ Regulatory

• Medical malpractice liability - Litigation related to abuse and neglect claims and medical malpractice are an unfortunate part of operating a residential or long-term care facility. We have a strong team of experienced litigators and trial attorneys to help with claim avoidance and vigorous defense of lawsuits.

• Statutory and regulatory compliance - Residential and long-term care facilities operate within a heightened regulatory environment that is only getting more complex with each passing day. Spilman's attorneys are well versed with the federal, state, and local laws and regulations within its regional footprint that impact these clients. Spilman's attorneys also have represented these clients and their clinical employees before a variety of state regulatory boards.

• Labor and employment - Spilman's attorneys have a deep understanding of the health care industry, which is vital for these clients. We serve as a labor management partner, routinely handling "traditional labor" matters involving unions, such as union avoidance, campaigns, labor arbitrations and contract negotiations. We also serve as trial lawyers. At Spilman we pride ourselves on our litigation advocacy and results, and have exceptional experience in the full array of employment litigation claims, as well as administrative claims for the state and federal Departments of Labor and EEOC offices.

• Contract review - Spilman's attorneys routinely handle the full array of commercial and contracting needs, including contracts with insurers, landlords, employees, independent-contractors and clinicians, vendors and pharmacies, just to name a few. Additionally, Spilman's Nursing Home Practice Group's business attorneys have negotiated and drafted complex sale and operation transfer agreements on behalf of their clients, both inside and outside Spilman's regional footprint. Spilman's attorneys and legal professionals are prepared to assist these facilities in negotiating and entering into beneficial business relationships, and avoid onerous contractual terms and agreements.

• Premises liability - Residential and long-term care facilities' duties go beyond those owed to their residents, employees and business partners. They also have a duty to the visitors and invitees to their facilities. We have an experienced group of attorneys and legal professionals who are prepared to defend against all manner of premises liability suits. This includes suits involving slip and falls, property damage and the acquisition of a disease or illness at a facility.

Shale Gas Law

• Exploration and production companies
• Midstream companies
• Trade associations
• Pipeline operators
• Storage and distributors
• Drilling contractors
• Service companies
• Public utilities
• Commercial lenders 

Our Oil & Gas Legal Services

Litigation

• Oil and gas drilling rights disputes
• Fracking ban disputes
• Royalty and bonus payment disputes
• Joint venture and co-ownership disputes
• Real property disputes
• Lease challenges
• Breach of contracts
• Federal and state regulatory disputes
• Fraudulent mispresentation
• Hazardous Site Cleanup Act violations
• Negligence and private nuisance claims
• Temporary easements
• Torts to land disputes
• Condemnation

Our Recent Legal Experience Includes:

• Representing Texas-based gas producers and land companies in disputes over natural gas leases in Pennsylvania and West Virginia
• Representing Marcellus and Utica Shale exploration and production companies in litigation in state and federal courts, including defending against claims for bonus and anniversary payments under oil and gas leases, defending declaratory judgment actions, and defending against claims attempting to repudiate leases 
• Representing exploration and production companies in quiet title and curative actions in Pennsylvania
• Representing and advising companies involved in exploration and production in the Marcellus and Utica Shale, including providing advice on issues including operations, joint ventures, top leases, preferential rights, bonus and anniversary payments, exercising lease options, and rights-of-way for pipelines   

Finance, Mergers and Acquisitions 

Our attorneys understand the legal aspects of exploring for, producing, transporting, storing, marketing and processing natural gas petroleum products. In fact, one of our attorneys served as chief administrative and senior operations executive for a $100+ million Appalachian oil and gas production company.

• Representing a large Pennsylvania-based gas producer in its acquisition of Marcellus Shale drilling rights on 40,000 acres of land in Pennsylvania and West Virginia
• Representing a West Virginia-based producer in its $100 million equity financing for the development of Marcellus Shale properties
• Providing day-to-day legal advice to gas producers on matters ranging from drilling partnerships and joint ventures to gas marketing, leasing and other similar commercial arrangements
• Representing and advising companies involved in exploration and development in the Marcellus and Utica Shale, including providing advice regarding lease documents and on issues such as the exercise of lease options and rights-of-way for pipelines  

Environmental Regulation

Real Estate/Land Use

Public Utility Law

• Infringement matters involving patent, trademark, copyright and trade secret law
• Preparation and prosecution of patent and trademark applications
• Evaluation of invention disclosures and new/proposed trademarks
• Trademark clearance and risk assessment
• Unfair competition and false advertising issues
• Commercial IP issues relating to employment matters, commercial agreements, product development, and sales and marketing
• Technology licensing, joint development agreements and confidentiality/nondisclosure agreements

Shale Gas Affiliations

• Independent Petroleum Association of America
• Energy & Mineral Law Foundation
• Pennsylvania Independent Oil & Gas Association
• Gas and Oil Association of West Virginia

Technology Law Practice Group 

Internet of things. Wearable technology. Telemedicine. HIPAA. Right to be forgotten. GDPR. Data breaches. Spilman’s Technology Law Practice Group knows these are just a few of the areas driving the development of data security and privacy standards. At the same time, blockchain and distributed ledger technology, smart contracts, crowdfunding, e-commerce, and digital assets, such as cryptocurrencies, are disrupting traditional financing and ways of doing business. Businesses risk everything if they fail to keep up: reputational harm, government investigations, litigation, and even obsolescence.

Technology Law Services

• Acquisitions, commercial transactions, product development advice, and securities representation involving cryptocurrency exchanges
• Investigations of and responding to data breaches of all sizes, from those involving less than 10 affected individuals to multi-state breaches involving thousands of individuals
• Coordination with federal and state regulators regarding data breaches
• Prosecution of patent applications and counseling on other intellectual property issues for technology-focused companies
• Creation of corporate policies to address compliance issues applicable to Software-as-a-Service companies
• Facilitation of government support for technology-focused companies
• Investor and company representation in technology company venture capital financings and acquisition matters
• Negotiation and drafting of an NDA and a software development agreement between a US Software-as-a-Service company and a Belarus software development group
• Negotiation of a separation of a CEO from a public biotech company
• Representation of a public technology company with employment matters, including drafting the company's handbook
• Formation and strategic advice of a startup biotech company
• Creation of organizational and governance documents for cryptocurrency mining operation
• Counseling vendor and host of cryptocurrency mining hardware on state sales and use tax matters
• Counseling nonprofit client targeted by e-mail-based harassment campaign
• Technology transfer, outsourcing, joint development, and licensing agreements
• Nondisclosure agreements and technology trade secret protection agreements
• Creation of corporate policies to comply with E-SIGN Act and UETA
• Counseling victims of SIM-swap fraud

Utility Law

• Representing industrial, manufacturing, institutional, and commercial end-users of electricity, natural gas and other utility services in regulatory litigation (including ratemaking, general investigation and rulemaking proceedings) before state public utility/service commissions and appellate courts
• Providing legislative assistance and input related to federal and state energy laws and regulations on an as-needed basis for large end-user clients
• Providing advice and counsel to individual large users in contract or service agreement negotiation and quality of service and contract disputes involving the utility providers of such services
• Representing and counseling large users with respect to energy efficiency, demand-response, and on-site generation issues
• Representing developers of generation projects, including on-site generation projects, large-scale renewable (wind) energy projects and natural gas-fired generation projects
• Representing competitive providers of energy and communications services before state commissions, focusing on due diligence and regulatory compliance and, as necessary, litigation, including acquisitions, transfers of permits and complaint defense
• Representing municipal and public service district clients in water and wastewater regulatory matters

Derrick Price Williamson
Co-Chair, Utility Law Group
717.795.2741
dwilliamson@spilmanlaw.com