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LawGram Volume 19, No. 1

Table of Contents

Levin Ginsburg Celebrates Its 40th Anniversary

Levin Ginsburg is proud to announce that we celebrate our 40th anniversary this month.   Levin Ginsburg was founded by Robert Levin and Joseph Ginsburg on February 5, 1979, based upon a commitment to providing businesses and their owners with superior legal service.  In the ensuing years, Levin Ginsburg has grown, but our commitment to this principle has not wavered.  We continue to take pride in building lasting relationships with our client partners, becoming their trusted advisor and legal counsel, and addressing the daily challenges they face with a keen legal perspective.  We look forward to working with our existing and new clients for the next 40 years, dedicated to that founding principle.

Robert Levin, Katherine Grosh, and Howard Teplinsky Named Illinois Super Lawyers

Levin Ginsburg is proud to announce that three of our attorneys have been named Illinois Super Lawyers.

Partners Robert Levin, Katherine Grosh, and Howard Teplinsky have distinguished themselves in their legal practices and have now received the honor of being included in the 2019 list of Super Lawyers.

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How do you discipline an Employee who has made a Protected Complaint and Minimize Your Risk of a Retaliation Lawsuit?

By: Walker Lawrence

With the continued increase in employee based lawsuits (the Equal Employment Opportunity Commission filed 50% more sexual harassment lawsuits in 2018 over 2017) employers must be prepared to mitigate these risks. Any mitigation begins and ends with proactive policies that are consistently followed and provide for robust investigation and reporting mechanisms.

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Biometric Information Privacy Act Update

By: Natalie A. Remien

In an attempt to increase productivity and efficiency, businesses are increasingly using biometric data to identify employees, customers and other individuals.  One common example of the use of biometric data is by employers to identify their employees and track work hours for purposes of compensation.   Biometric information includes fingerprints, retina scans, facial scans, hand scans, or other identifiers that are biologically unique to a particular person.   While convenient, and seemingly more secure, such biometric identification methods raise serious privacy concerns.  The Illinois Biometric Information Privacy Act, 740 ILCS 14, et seq. (“BIPA”), imposes many requirements concerning the collection, use, storage and destruction of biometric information with which businesses, including employers, must comply, or risk potential liability.

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“If You Give a Mouse a Cookie …”: Informational Rights of Minority Shareholders of Close Corporations and LLC Members in Illinois

By: Katherine A. Grosh

Nearly all shareholder and membership disputes begin with a minority shareholder or member suspecting mismanagement by the majority shareholders or controlling members. It is that suspicion – if legitimate – that gives rise to the statutory informational rights of minority members and shareholders.

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What is a Material Adverse Effect?

By: Michael Weissman

Review the default provisions of virtually any acquisition agreement and you will find a reference to the following (as an example):

“Any event shall occur that, in Purchaser’s opinion, has a material adverse effect on the collateral, or Borrower’s financial or business conditions, operations or prospects,”

or that reads as follows:

“The entry of any judgment, decree, levy attachment, garnishment or other process and such judgment or other process that would have a material adverse effect on the ability of either party to perform under this Agreement.”

But just what is a Material Adverse Effect (MAE)?  Even though the phrase repeatedly appears in those agreements, there typically is no definition of the term and, when questioned, the parties, and their respective counsel, are unable to provide one.

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