Our Practice Areas

Our Team Leaders

Our Past Deals

Acquisition of Apartment Unit Located at
220 RIVERSIDE BLVD. NEW YORK, N.Y.
and closing of financing from HSBC Bank, USA, N.A.
$6,000,000 +
December 2011
JUNIPER MARKETING, INC.
MARS HOLDINGS, INC.
PLUTO ENTERPRISES, INC.
SATURN ENTERPRISES, INC.
O2 ELECTRONICS, INC.
ONE STOP ELECTRONICS, INC.
(The borrowers are real estate holding companies and electronics distributors)
$8,600,000 +
Mortgage, Term Loan, and Revolving Credit Facility
October 14, 2010
(Dispoz-o is a manufacturer of plastics)
DISPOZ-O PRODUCTS, INC.
$90,000,000 +
Acquired via Merger by
MID OAKS ACQUISITION LLC
April 30, 2009
Sale of Apartment Unit Located at
TRUMP WORLD TOWER AND CONDOMINIUM NEW YORK, NY
$5,000,000 +
November, 2011
TAVERN INTERNATIONAL LLC
$1,300,000
Initial Round of Financing and Bankruptcy Acquisition of Certain Intellectual Property of the Restaurant
TAVERN ON THE GREEN
September 21, 2011
SUSSEX PUBLISHERS, LLC
Sussex Publishers is the Publisher of
PSYCHOLOGY TODAY
$6,000,000
Sale of Assets of "The Therapy Directory" to
SUSSEX DIRECTORIES, INC.
January 1, 2009
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CHRISTIE’S INC.
RICHARD L. FEIGEN & CO., INC.
(Art gallery and dealer) Consignment Sale & Advance

September 2018

The undersigned acted as counsel to consignor.
IVANKA FACTORY ZRT.
(Manufacturer and installer of concrete supplies)

HDK CONSTRUCTION, LLC
Manufacture and Installation of Concrete Panels Brooklyn Navy Yard Building 72

$ 2,473,944

July 2016

The undersigned acted as counsel to the supplier.
TAVERN INTERNATIONAL LLC
TAVERN ON THE GREEN

Initial Round of Financing and Bankruptcy Acquisition of Certain Intellectual Property of the Restaurant

$1,300,000

September 2011

The undersigned acted as counsel to the buyer.
JUNIPER MARKETING, INC.
MARS HOLDINGS, INC.
PLUTO ENTERPRISES, INC.
SATURN ENTERPRISES, INC.
O2 ELECTRONICS, INC. ONE STOP ELECTRONICS, INC.
Mortgage, Term Loan & Revolving Credit Facility

$8,600,000

October 2010

The undersigned acted as counsel to the borrower.
October 14, 2010
44 LAMB LLC
GEOFFREY ZAKARIAN

THE LAMB’S CLUB in THE CHATWAL HOTEL

New York City
Company Organization
Negotiation of Management Agreement

October 2010

The undersigned acted as counsel to Geoffrey Zakarian.
UNIVERSITY OF SOUTHERN CALIFORNIA
ROSSIER SCHOOL OF EDUCATION
2TOR, INC.
Online Master of Arts in Teaching Degree Program

Joint Venture

October 2008

The undersigned acted as counsel to 2Tor, Inc., now known as 2U
INSPIRICA PROS LLC
NOODLE PROS LLC

INSPIRICA LIMITED

Contribution of Assets

$850,000

August 2021

The undersigned acted as counsel to Noodle PROs LLC.
O’DONNELL GROUP INC.
INSOURCE SERVICES GROUP, LLC

Nectar Learning, Inc.

Contribution of Equity Holdings

September 2021

The undersigned acted as counsel to O’Donnell Group Inc.
STRATEGIC INVESTMENT GROUP VENTURES, LLC
(Strategic Investment Group Ventures is an investment affiliate of the California
Public Employees’ Retirement System)

Equity Investment in

NORTHROAD CAPITAL MANAGEMENT LLC
(NorthRoad is a registered investment advisor)

December 31, 2003

The undersigned acted as counsel to NorthRoad.
THE PRINCETON REVIEW, INC.
(Princeton Review is an international provider of test preparation classes, tutoring, counseling and publications, a national provider of software and services to help K-12 schools enhance student assessment and professional development, and a web-based provider of college and graduate school admissions services)
Invested

$100,000

in
TABULA DIGITA, INC.

October 2004

In connection with a Product Testing and Licensing Agreement, Tabula Digita, Inc. issued to The Princeton Review, Inc. a Promissory Note convertible into Common Stock of the issuer.

The undersigned acted as counsel to The Princeton Review, Inc.
NOODLE EDUCATION, INC.
Corporate Organization

Initial Financing

$2,000,000

December 2010

The undersigned acted as counsel to Noodle Education, Inc.
TRIPAK INDUSTRIAL USA LLC
(Manufacturer of plastic take-out food containers) Company Organization Initial Financing

$2,000,000

August 2007

The undersigned acted as counsel to Tripak Industrial USA LLC
STANLEY BROTHERS USA HOLDINGS, INC.
(Holding company for developers, manufacturers and distributors of cannabis products)

Corporate Organization
Seed Convertible-Debt Financing $7,500,000

March 2019

The undersigned acted as counsel to Stanley Brothers USA Holdings, Inc.
WELLE NORTH AMERICA INC.
(Manufacturer and distributor of premium wholefood supplements for wellbeing co-founded by Elle Macpherson)

Organization of U.S. Entity and Lease of Initial Retail Facility

March 2018

The undersigned acted as counsel to Welle North America Inc.
INFLECTION POINT INTELLIGENCE LLC
(Provider of hedge-fund educational services) Organization & Start-up

January 2018

The undersigned acted as counsel to Inflection Point Intelligence LLC.
RECOM TRADING LLC
(Re-seller on Amazon)
Organization
Initial Debt Financing

$1,075,000

December 2017

The undersigned acted as counsel to RECOM Trading LLC.
BAROQUE USA LIMITED
“MOUSSY” Brand
(Manufacturer and distributor of apparel based in Japan)
Organization of U.S. Entity and Lease of Initial Retail Facility

April 2016

The undersigned acted as counsel to Baroque USA Limited.
ACNE CORP d/b/a Acne Studios
“ACNE” Brand
(Manufacturer and distributor of apparel based in Sweden) Organization of U.S. Entity and
Lease of Initial Retail Facility

May 2011

The undersigned acted as counsel to Acne Corp.
INFOLYTX, INC. ODYSSEUS GLOBAL, LLC
(Software Developer)

Organization of Operating Entity and Minority Owner and Joint Venture with Advanced Chemical Industries (ACI) Limited, a Bangladesh public company

February 2015

The undersigned acted as counsel to Infolytx
CMC BERKSHIRES LLC
(Residential substance abuse counseling facility) Start-up Venture

May 2013

The undersigned acted as counsel to CMC.
PYPESTREAM INC.
(Secure AI Messaging)
Start-up Venture

April 2015

The undersigned acted as counsel to Pypestream.
THE LIQUID THETA FUND LLC
Hedge Fund Venture

March 2023

The undersigned acted as counsel to the Fund.
REALCONNEX INC. n/k/a CRESCENDOM
(Online real estate marketplace)

Start-up Venture

December 2021

The undersigned acted as counsel to Crescendom.
SUGAR, BUTTER, CHOCOLATE
(Desert catering and baker)
Start-up Venture

June 2020

The undersigned acted as counsel to the SBC.
TORUS CAPITAL LLC
(Torus is a registered securities broker/dealer with approximately 25 traders trading in the firm’s capital)
Organization, Capitalization and Broker/Dealer Registration

March 16, 2004

The undersigned acted as counsel to the issuer, Torus.
SCIENTIA MEDMEDIA LLC
(Scientia produces under contract with Merke & Co., Inc. and other drug manufacturers multi-media presentations for doctors regarding the use of prescription drugs)
Organization and Capitalization

January 22, 2004

The undersigned acted as counsel to Scientia.
SUPER SONIC MOTOR MESSENGER SERVICE, INC.
CONTINENTAL COURIER INC. SUPREME COURIER SERVICES, INC.
Reorganization

January 2011

The undersigned acted as joint counsel to the companies.
NORTHROAD CAPITAL MANAGEMENT LLC
MADISON ASSET MANAGEMENT, LLC

Sale of Controlling Interest

December 2010

The undersigned acted as counsel to the seller.
RO-AN INDUSTRIES CORPORATION
(Machine manufacturer)THEILE TECHNOLOGIES, INC.

Purchase of Assets

$1,750,000

October 2009

The undersigned acted as counsel to the seller.
TIKI BOB’S CANTINA
MCFADDEN’S RESTAURANT & SALOON

Acquisition and Financing

March 2008

The undersigned acted as counsel to the buyer.
DISPOZ-O PRODUCTS, INC.
$90,000,000

Acquired via Merger By

MID OAKS ACQUISITION LLC
April 30, 2009

The undersigned acted as counsel to the seller.
U.S. DATALINK, LTD.
$4,500,000

Sale of Assets to ADMINISTAFF HOLDINGS, LLC

April 2008

The undersigned acted as counsel to the seller.
GROUPE RONDOT SA
$800,000

Sale of Assets of U.S. Chemical Distribution Division to CHEMPAK SOLUTIONS

February 27, 2008

The undersigned acted as counsel to GROUPE RONDOT SA.
WINECREDIT LLC
Purchase and Financing of
M&S STORAGE LLC, d/b/a RIVER VALLEY WINE CELLARS

(Fine Wines Storage Business)

Financing of $2,200,000 by JPMorgan Chase Bank, N.A. April 2022

The undersigned acted as counsel to WineCredit LLC.
PRINTPOINT, INC.
Sale of Assets of printing software business to
DocketManager LLC

March 2022

The undersigned acted as counsel to the seller.
ZENBU MAGAZINES LLC
Sale of Assets of

RELIX MAGAZINE
to
RELIX MEDIA GROUP, LLC

April 2009

The undersigned acted as counsel to Zenbu Magazines LLC.
SPRING NATURAL CORP.
(Restaurant) ARK 474 CORP.
Corporate Organization
Lease Amendment
Bank Financing

April 2011

The undersigned acted as counsel to Spring Natural Corp.
CALCIFY LLC
CARBON CAPTURE MACHINE (UK) LTD
Sale of Assets

$867,000

April 2022

The undersigned acted as counsel to Calcify LLC.
STANLEY BROTHERS BIO TEC, INC.
(Cannabis Plant Research)
Acquisition of Assets of
GREENBIOWORKS, INC.

The undersigned acted as counsel to Stanley Brothers Bio Tec, Inc.
FASHION OPTIONS INC.
JAC SPORTSWEAR, LLC
WIESNER PRODUCTS, INC.
Sale of Business including “Beverly Hills Polo Club” and other Brands

March 2022

The undersigned acted as counsel to a shareholder of seller.
DSW ASSOCIATES LLC d/b/a “UNION BAR”
(Union Bar is a restaurant and bar situated on Broadway at 17th Street, NYC)

Sale of all Membership Interests

December 2004

The undersigned acted as counsel to the owners of Union Bar.
ACG DYNAMICS, INC.
(ACG manufactures, sells and services sophisticated vibration testing equipment)

$1,650,000

Sale of All Assets to
QUALMARK CORP

November 2004

The undersigned acted as counsel to the Seller, ACG.
BERNSTEIN & BERNSTEIN
Sale of Assets to
ZAPKEN & LOEB, LLP

October 15, 2004

Zapken & Loeb, LLP acquired the accounting business of Bernstein & Bernstein, CPA's.

The undersigned acted as counsel to the purchaser.
ZENBU MAGAZINES LLC
METAL EDGE METAL MANIACS MAGAZINES
11 MEDIA, INC.
Sale of Assets

December 2011

The undersigned acted as counsel to the Zenbu Magazines LLC.
CHEMICAL PUBLISHING COMPANY
Reorganization

April 2009

The undersigned acted as counsel to Chemical Publishing Company.
SUSSEX PUBLISHERS, LLC
$6,000,000

Sale of Assets for THE THERAPY DIRECTORY
to
SUSSEX DIRECTORIES, INC.

January 2009

The undersigned acted as counsel to the buyer.
RETAILER NETWORKS INC.
Sale of Assets to
THE OLB GROUP, INC.

June 2010

The undersigned acted as counsel to the buyer.
312 WEST 102ND STREET NEW YORK, NY
$5,500,000

January 2012

The undersigned acted as counsel to the buyer.
ACNE CORP. d/b/a Acne Studios
33 GREENE STREET NEW YORK, NY
Corporate Organization
Negotiation of Lease for Flagship U.S. Store

December 2011

The undersigned acted as counsel to the tenant.
220 RIVERSIDE BLVD, NEW YORK, NY
HSBC BANK, USA, N.A.
Acquisition of Apartment Unit and Financing

$6,000,000

December 2011

The undersigned acted as counsel to the buyer.
TRUMP WORLD TOWER
TRUMP WORLD TOWER AND CONDOMINIUM NEW YORK, NY
Sale of Apartment Unit

$5,000,000

November 2011

The undersigned acted as counsel to the seller.
RKM REALTY II, INC.
Acquisition of Retail/Commercial Property at
243 Northern Blvd., Great Neck, NY
And Lease to
LUXURY AUTOS OF GREAT NECK, LLC

August 16, 2011

The undersigned acted as counsel to the buyer/landlord.
DIANA & JEFFRIES, INC.
1339 MADISON AVENUE NEW YORK, NY
Negotiation of Lease for Commercial Space

December 2010

The undersigned acted as counsel to the tenant.
OHEL CHILDREN’S HOME AND FAMILY SERVICES, INC.
CAMP OHEL
Acquisition and Financing of a 150-acre Camp for Special Needs Children

$5,250,000

February 2010

The undersigned acted as counsel to the buyer.
275-279 MAIN STREET PATERSON, NJ
Acquisition of Commercial Building

June 2010

The undersigned acted as counsel to the buyer.
2430 LYVERE STREET BRONX, NY
Acquisition of Apartment Building

August 2009

The undersigned acted as counsel to the buyer.
1775 TAYLOR AVENUE BRONX, NY
Acquisition of Apartment Building Located at
1775 TAYLOR AVENUE BRONX, NY
and Closing of Construction Loan from
HSBC Bank, USA, N.A.

February 2009

The undersigned acted as counsel to the buyer.
1330 SENACA AVENUE BRONX, NY
Acquisition of Apartment Complex and closing of construction loan from Hudson Valley National Bank

June 2008

The undersigned acted as counsel to the buyer.
UPFIT TRAINING, LLC, d/b/a UPFIT TRAINING ACADEMY
810 BROADWAY, NEW YORK, NY
Lease for Training Studio

July 2022

The undersigned acted as counsel to the tenant.
UPFIT TRAINING, LLC, d/b/a UPFIT TRAINING ACADEMY
115 WEST 30TH STREET LLC
Lease for Training Studio at 115 West 30th Street New York, NY

June 2018

The undersigned acted as counsel to the tenant.
KD10 CASA LLC
KD10: 72-222 KOLOMUO PL., KAILUA-KONA, HI

Purchase

$25,000,000

March 2022

The undersigned acted as counsel to the buyer.
AESOP USA, INC.
WS SEAPORT M LLC

Lease of Retail Store at Seaport Square Development, Boston, MA

June 2022

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
PALISADES VILLAGE CO., LLC

Lease Of Retail Store at Palisades Village, Los Angeles, CA

May 2022

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
MACERICH HHF BROADWAY PLAZA LLC

Lease of Retail Store at Broadway Plaza, Walnut Creek, CA

September 2021

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
UNIVERSITY VILLAGE LIMITED PARTNERSHIP

Lease of Retail Store at University Village, Seattle, WA

September 2021

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
SUNRISE INVESTMENT COMPANY, LLC

Lease of Retail Store at Belltown Work Lofts, Compton Building, Seattle, WA

June 2021

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
13 PRINCE OWNER, LLC

Lease of Retail Store at 226 Elizabeth Street, New York, NY

March 2021

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
REGAL HOLDINGS LLC

JAYS TRUST, INC. Lease of Retail Store at 128 Newbury St., Boston, MA

June 2022

The undersigned acted as counsel to the tenant.
AESOP USA, INC.
TAUBMAN CHERRY CREEK SHOPPING CENTER, L.L.C.

Lease of Retail Store at Cherry Creek Shopping Center, Denver, CO

June 2020

The undersigned acted as counsel to the tenant.
ACNE CORP. (d/b/a ACNE STUDIOS)
UPTOWN GIRL DEVELOPMENT LLC

Lease of Retail Store at The Stardust West Building, Miami, FL

March 2022

The undersigned acted as counsel to the tenant.
ACNE CORP. (d/b/a ACNE STUDIOS)
SUM HOLDINGS LLC
JONAS AND URSULA HEGEWISCH
Lease of Combined Retail Stores at
33 Greene Street and 88-80 Grand Street, Soho, New York, NY

May 2021

The undersigned acted as counsel to the tenant.
ACNE CORP. d/b/a ACNE STUDIOS
Lease of Retail Store at 926 Madison Avenue, New York, NY

March 2014

The undersigned acted as counsel to the Tenant.
ACNE CORP. d/b/a ACNE STUDIOS
Lease of Retail Store at 926 Madison Avenue, New York, NY

March 2014

The undersigned acted as counsel to the Tenant.
OHEL CHILDREN’S HOME AND FAMILY SERVICES, INC.
4510 16TH AVE., BROOKLYN, NY

Sale of Building
$12,000,000

April 2018

The undersigned acted as counsel to the Seller.
OHEL CHILDREN’S HOME AND FAMILY SERVICES, INC.
Purchase of Building

Subdivision of Lot
Zoning Lot Development Agreement

$8,450,000

October 2014

The undersigned acted as counsel to the Buyer.
DJL BAR LLC
JIMMY BAR IN THE JAMES HOTEL
New York City

Organization and Negotiation of Management Agreement

September 21, 2011

The undersigned acted as counsel to the Manager.
SPRING NATURAL CORP.
(Restaurant)
ARK 474 CORP.
Corporate Organization
Bank Financing
Negotiation of Lease Amendment

April 2011

The undersigned acted as counsel to Spring Natural Corp.
DONATELLA NYC ANEMACORE, LLC
Company Formation
Initial Financing
Negotiation of Commercial Lease for Restaurant

August 2009

The undersigned acted as counsel to Donatella Arpaia.
1 HOTEL BROOKLYN BRIDGE
1 BB FOOD & BEVERAGE CORP.

Food & Beverage Management

November 2017

The undersigned acted as counsel to the food & beverage manager.
CHARLIES BAR & KITCHEN
112 Lincoln Avenue, Bronx, NY

Lease

October 2016

The undersigned acted as counsel to Charlies.
VENETIAN|PALAZZO CASINO HOTEL RESORT
VENETIAN CASINO RESORT, LLC

TLR CONSULTING, LLC

Consultant and Management Agreement

August 2017

The undersigned acted as counsel to the Consultant.
CAFÉ CLOVER
CLOVER RESTAURANT

MANAGEMENT LLC

Financing and Organization

$2,600,000

January 2019

The undersigned acted as counsel to a Managing Member.
SPRING STREET NATURAL
Organization

Capitalization

Negotiation of Lease

The undersigned acted as counsel to the Restaurant Owner.
JAMAICA VILLAS LLC
VILLAS BY LINDA SMITH, INC.
Acquisition of Assets

September 2011

The undersigned acted as counsel to the buyer.
ADGENESIS LLC
(Online Ad Sales)
Combination with

GENESISMEDIA LLC

September 2011

The undersigned acted as counsel to AdGenesis LLC.
WORLD TRAVEL HOLDINGS, INC.
CHEAPCRUISES.COM
Acquisition of Assets

March 2011

The undersigned acted as counsel to World Travel Holdings, Inc.
BEEZAG INC.
(Online Advertising)

Corporate Organization
Initial Round of Financing

$2,000,000

February 2009

The undersigned acted as counsel to Beezag Inc.
BACKLASH SOLUTIONS, LLC
EXACTUALS LLC

Sale of Assets

$532,500

January 2020

The undersigned acted as counsel to Backlash Solutions, LLC.
TRANSPORTATION AND LOGISTICS SYSTEMS, INC.
(OTCQB:TLSS)
Private Placement
Registration of Common Stock underlying Series E Convertible Preferred Stock

$5,315,000

April 2021

The undersigned acted as counsel to Transportation and Logistics Systems, Inc.
BLUB0X SECURITY, INC.
BLUB0X TECHNOLOGY HOLDINGS, INC.
$2,500,000

Common Stock Private Placement Offering

October 2015

The undersigned acted as counsel to the Issuer.
SOCIAL ENERGY PARTNERS LLC
ENERGY EFFICIENCY FUNDING HOLDINGS, LLC
Acquisition
Equity Financing

$6,380,000

September 2017

The undersigned acted as counsel to the Issuer.
PYPESTREAM INC.
Series C Preferred Stock Private Placement Offering

$1,000,000

August 2015

The undersigned acted as counsel to the Offeror.
PYPESTREAM INC.
Series D Preferred Stock Private Placement Offering

$2,000,000

January 2016

The undersigned acted as counsel to the Offeror.
PYPESTREAM INC.
Series E Preferred Stock Private Placement Offering

$5,000,000

April 2016

The undersigned acted as counsel to the Offeror.
PYPESTREAM INC.
Series E Preferred Stock Private Placement Offering

$5,000,000

April 2016

The undersigned acted as counsel to the Offeror.
PYPESTREAM INC.
Series F Preferred Stock Private Placement Offering

$8,000,000

January 2017

The undersigned acted as counsel to the Offeror.
PYPESTREAM INC.
Series G Preferred Stock Private Placement Offering

$10,000,000

August 2017

The undersigned acted as counsel to the Offeror.
CMC BERKSHIRES LLC
Private Placement

$5,500,000

February 2013

The undersigned acted as counsel to the Issuer.
SPARK RESULTANTS LLC
Private Placement

$5,000,000

June 2022

The undersigned acted as counsel to Spark Resultants LLC.
SINGLE MEDIA, INC.
Private Placement Offering

$1,900,000

October 2022

The undersigned acted as counsel to the lead investor.
REALCONNEX INC. N/K/A CRESCENDOM
Founders Offering

$1,000,000

December 2021

The undersigned acted as counsel to Crescendom, Inc.
PINNACLE TAXX ADVISORS, INC.
(Pinnacle is a tax preparation and financial planning firm with offices in 8 states)

$6,000,000

Sale of Series B Convertible Preferred Stock to
Edison Fund V, L.P.
and
OVATION-PTAXX, LLC

December 2004

The undersigned acted as counsel to the issuer, Pinnacle.
14BAR LLC
(14Bar was organized to develop and operate a Lounge/Club on West 14th St. in NYC) Sells Membership Interests in a Private Placement Offering in the amount of

$1,600,000

January 2004

The undersigned acted as counsel to the issuer, 14Bar.
WINECREDIT LLC
JP MORGAN CHASE
Revolving Line of Credit Facility

$--,000,000

May 2019

The undersigned acted as counsel to the Borrower.
109 FAIRVIEW LLC
ISRAEL DISCOUNT BANK Line of Credit

$3,000,000

December 2013

The undersigned acted as counsel to the Borrower.
PYPESTREAM INC.
WESTERN ALLIANCE BANK
Revolving Credit Facility

$4,000,000

October 2021

The undersigned acted as counsel to the Borrower.
PYPESTREAM INC.
SILICON VALLEY BANK

Line of Credit

$1,750,000

December 2019

The undersigned acted as counsel to the Borrower.
TRIPAK INDUSTRIAL USA LLC
$1,250,000

NEW JERSEY ECONOMIC DEVELOPMENT AUTHORITY Equipment Loan

$1,250,000

March 2008

The undersigned acted as counsel to the Borrower.
52 GREEN POND ROAD LLC
NEW JERSEY ECONOMIC DEVELOPMENT AUTHORITY Industrial Revenue Bond Mortgage Loan

$10,000,000

March 2008

The undersigned acted as counsel to the Borrower.
TRIPAK INDUSTRIAL USA LLC
TD EQUIPMENT FINANCE, INC.
Equipment Lease Financings

$987,059

$1,542,000

2008

The undersigned acted as counsel to the Borrower.
SPECIALTY QUALITY PACKAGING, LLC
KEYBANK NATIONAL ASSOCIATION
Equipment Financing Loan

$5,500,000

March 2021

The undersigned acted as counsel to the Borrower.
PINNACLE TAXX ADVISORS, INC.
(Pinnacle is a tax preparation and financial planning firm with offices in 8 states)

$3,500,000

Term Loan and Revolving Credit Facility Provided by
HSBC BANK USA

December 5, 2003

The undersigned acted as counsel to the Borrower, Pinnacle.
OHEL CHILDREN’S HOME AND FAMILY SERVICES, INC.
(Ohel is a not-for-profit, tax exempt organization that provides foster care, as well as residential facilities for developmentally and emotionally disadvantaged adults and children in numerous sites around NYC, specializing in care for Orthodox Jewish clients) Sells part of the real estate collateral and defeases a portion of its

$5,220,000

Series 1999ACivic Facility Revenue Refunding Bonds Issued through the

NEW YORK CITY INDUSTRIAL DEVELOPMENT AGENCY

October 2004

The undersigned acted as counsel to Ohel.
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