Olen Law Office, 333 N. Oxford Valley Rd., Oxford Crossing #302, Fairless Hills, Pennsylvania 19030 215-943-5343;  e.olen@olenlaw.com;  Olenlaw.com

Bar Admissions

• Pennsylvania Supreme Court, 1978
• U.S. District Court Eastern District of Pennsylvania, 1980
• U.S. Court of Appeals 3rd Circuit, 1981

Education

• American University, Washington College of Law, Washington, D.C. , J.D. 1978
• University of Pennsylvania, Philadelphia, Pennsylvania: B.A. – International Relations Joint Wharton (Economics) & CAS (US/Russian and Soviet) Program – 1978 – Cum Laude/with Distinction

Classes/Seminars

Presented & prepared materials for several Pa. credit granting Continuing Legal Education programs including:

• Commercial Real Estate Leases – Bucks County Bar Association
• Probate Law– National Bar Institute
• Contracts A-Z – National Bar Institute

• Drafting Effective Wills and Trusts – National Business Institute
• Ethics & Estate Planning/Living Wills – National Business Institute
• Probate Litigation National Business Institute
• Personal Representative Challenges – National Business Institute

Professional Associations and Memberships

• Bucks County Emergency Rescue Services, Prior Director
• Oxford Crossing Condominium Association, Prior Director
• Bucks County Jewish Congregation, Prior Director
• Huntington Brook Community Association Prior Director
• Bucks County Bar Association Member
• Bucks County Bar Association Orphans Court Advisory Prior Panel Member
• Pennsylvania Bar Association Member
• Approved Attorney for All Service Abstract/Commonwealth Land Title
• American Arbitration Association Prior Panel Member

Prior/Concurrent Work Experience

• Law Clerk for former Bucks County, Pa. Judge Oscar Bortner
• General Outside Counsel – Sovereign Exploration Associates
• Olen Law Office – principal since 1982

Past specialized work experience services

• Liquidated all commercial accounts for dissolving accounting firm (with Bankruptcy Court approval)
• Liquidated all commercial accounts for asset divesting DME supplier company
• Handled lender interests in SBA auction

Typical Services

• Shareholder, member, partner, or other ownership composition establishment and guidance
• Breach of contract and statute disputes
• Deadlock in business operations or decisions/mismanagement and self-dealing disputes
• Breach of fiduciary duty disputes/mismanagement and self-dealing
• Proxies and business Powers of Attorney
• Asset Securitization
• Contract drafting
• Estate planning document drafting
• Handle all equity and monetary disputes

Estate Disputes – asset ownership, counsel fees, timing & method of RE sale
Est. of Seitz, BCCP, appeal to Pa. Superior & allocator by Supreme Court denied

Shareholder Rights
Roland Estate v. Roland Investments et al. — Phila. Common Pleas

Commercial Leases Juliano v. Frankford-Quaker Grocery Co. et al. – BCCP
Philadelphia Trial Lawyers Commercial case of the month

Injunction/TRO

• Right to arbitration barred – LeMunyon v. American Security Insurance Co. U.S. Third Circuit C.A. affirming U.S.D.C. E.D. Pa (Arbitration barred)
• Restrictive Covenant TRO denied– Neurological v. Graziano et al. – Montgomery Co. Common Pleas Mergers/ Injunction &TRO – Holloway et al. v. Sovereign Exploration Associates. Harris County, Texas District Court-admitted Pro Hac Vice (TRO denied)

Unjust Enrichment found Roland v. Bank of America USDC ED Pa.

Loans and Agency/Liability of Co-borrowers upheld  Donner Financial v. Auto Tags by Maverick – BCCP

Goettner v. Linden and Tumy no adverse possession and tacking – BCCP

Ventresca v. Hurley no voidable transfers –  Montgomery Co. Common Pleas

Representative Services

• Principals ownership composition establishment and guidance
• Breach of contract and statute disputes
• Deadlock in business operations or decisions/mismanagement and self-dealing disputes
• Breach of fiduciary duty disputes/mismanagement and self-dealing
• Proxies and business Powers of Attorney
• Asset Securitization
• Contract drafting
• Leak-out Agreements
• Business ownership and Management Agreements
• Licensing Agreements
• Estate planning document drafting
• Equity, Orphans Court, and Civil monetary disputes
• Liquidated all commercial accounts for dissolving accounting firm (with Bankruptcy Court approval)
• Liquidated all commercial accounts for asset divesting DME supplier company
• Handled lender interests in SBA auction
• Handled contract and litigation matters for Shipwreck retrieval company
• Defense of claim for breach of fiduciary duty against former owner and officer of healthcare company
• Eminent domain negotiation
• RE tax appeals
• Inheritance tax appeals

Representative Litigation

• Estate Disputes – asset ownership, counsel fees, timing & method of RE sale
  Est. of Seitz, Bucks County Common Pleas (appeal to Pa. Superior & allocator by Supreme Court denied)
• Shareholder Oppression
  Roland Estate v. Roland Investments et al. – Phila. Common Pleas
  Commercial Leases Juliano v. Frankford-Quaker Grocery Co. et al. – BCCP
  Philadelphia Trial Lawyers Commercial case of the month
• Injunction/TRO
• Injunction granted -Right to arbitration barred – LeMunyon v. American Security Insurance Co. U.S. Third Circuit C.A. affirming U.S.D.C. E.D. Pa.
• Restrictive Covenant TRO denied– Neurological v. Graziano et al. – Montgomery Co. Common Pleas Holloway et al. v. Sovereign Exploration Associates – Harris County, Texas District Court-admitted Pro Hac Vice (TRO denied)
• Unjust Enrichment – Roland v. Bank of America USDC ED Pa.
• Loans vs. investments, Spousal Agency, Interest computation for prevailing party – Donner Financial v. Auto Tags by Maverick – Bucks County Common Pleas (Appeal to Pa, Superior Court denied)
• Adverse possession – Goettner v. Linden and Tumy – no adverse possession denied – Bucks County Common Pleas
• Voidable Transfers – proceeds from sale of liquor license – Ventresca v. Hurley – no voidable transfers – Montgomery Co. Common Pleas

Representative Transactions & Activities

1. Sale of Background search data provider – (to national competitor)
2. Sale of Waste Disposal business and operating site;
3. Sale of DME Supplier – (to publicly held company)
4. Sale of controlling interest in IT engineering firm
5. Sale of regional food wholesaler to restaurant industry – (to larger regional competitor)
6. Mergers, Sale of controlling interest in IT engineering firm
7. Sale of regional food wholesaler to restaurant industry – (to larger regional competitor)
8. Establishment, mergers, sales, operation and buybacks of Healthcare Practices- family practice, dental, cardio, thyroid, psychology, chiropractic
9. Sale and lease of Fuel Storage facility
10. Sale and merger of Commercial and Industrial companies
11. Sale of specific businesses (pizza shops, bakery, ice cream/custard, dance studios, hair salons, nail salons, background search and information retrieval company, DME supplier, pest exterminators, auto painting, auto repair, hair salons, nail salons, gas stations; fast food, franchises, RE inspection Services, construction companies)
13. Health care contract services
14. Structure relationships between sister/related or affiliated companies
15. Preparation of sale/lease/assignment/termination of Commercial Real Estate leases
16. Prepare all transactional documents – business and real estate
17. Prepare Wills/Revocable and Irrevocable Trusts
18. Prepare Powers of Attorney/”Living Wills”
19. Administer decedent and guardian estates
20. Service as Estate Administrator and Trustee/counsel
21. Estate Disputes – will contests, fiduciary misconduct surcharges and removal, claw-back dispute, asset valuation, commission disputes, settlement agreements, adjudication accounts and petitions
22. Prepare RE leases/subleases/agreements of sale, assignments, termination and modification agreements, options, installment sale agreements, lease renewal agreements, subordination agreements, substitution of collateral, deeds and mortgages
23. Prepare employment/independent contractor, non-competition, termination and ownership acquisition agreements;
24. Policy manuals and pre-employment applications
25. Service as Estate Administrator and Trustee/counsel
26. Ejectment
27. Bank workouts