Third-Party Legal Opinions

As a key member of the firm’s Legal Opinion Committee, Kevin devotes a large part of his practice to the preparation of third-party legal opinions, which typically address legal issues, such as due authorization, execution, delivery, and enforceability, relating to documents that are executed by clients of the firm (who are most often Ohio residents or entities). These opinions are rendered not to our clients, but to contracting third parties that are not clients of the firm. They also often relate to transactions relating to loans, asset sales, stock sales, or mergers that are evidenced by documents governed by Ohio law, but are also increasingly delivered in the context of transactions that, while governed by the laws of other states, require the involvement and expertise of our firm as local Ohio counsel. This is often because our client is either an Ohio entity (which has numerous ramifications, including matters relating to the perfection and priority of personal property security interests granted by such entities) or because the transaction involves real property situated in Ohio. Consequently, these legal opinions often address, in addition to Ohio laws relating to the governance of entities formed and registered in Ohio, Ohio laws relating to the transfer of real property interests and to the perfection of mortgage liens and personal property security interests.

In addition to the opinions created by Kevin, the firm issues hundreds of third-party legal opinions in the course of any given calendar year.