Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, is ranked by The National Law Journal as one of the 100 largest law firms in the country. Through strategic acquisitions and mergers over the past century, the Firm has grown to include more than 550 attorneys and public policy and international advisors. Baker Donelson has offices located in five states in the southern U.S. as well as Washington, D.C., plus a representative office in London, England.

Current and former Baker Donelson attorneys and advisors include, among many other highly distinguished individuals, people who have served as: Chief of Staff to the President of the United States; U.S. Senate Majority Leader; U.S. Secretary of State; Members of the United States Senate; Members of the United States House of Representatives; Acting Administrator and Deputy Administrator of the Federal Aviation Administration; Director of the Office of Foreign Assets Control for the U.S. Department of the Treasury; Director of the Administrative Office of the United States Courts; Chief Counsel, Acting Director, and Acting Deputy Director of U.S. Citizenship & Immigration Services within the United States Department of Homeland Security; Majority and Minority Staff Director of the Senate Committee on Appropriations; a member of President's Domestic Policy Council; Counselor to the Deputy Secretary for the United States Department of HHS; Chief of Staff of the Supreme Court of the United States; Administrative Assistant to the Chief Justice of the United States; Deputy Under Secretary for International Trade for the U.S. Department of Commerce; Ambassador to Japan; Ambassador to Turkey; Ambassador to Saudi Arabia; Ambassador to the Sultanate of Oman; Governor of Tennessee; Governor of Mississippi; Deputy Governor and Chief of Staff for the Governor of Tennessee; Commissioner of Finance & Administration (Chief Operating Officer), State of Tennessee; Special Counselor to the Governor of Virginia; United States Circuit Court of Appeals Judge; United States District Court Judges; United States Attorneys; and Presidents of State and Local Bar Associations.

Baker Donelson represents local, regional, national and international clients. The Firm provides innovative, results-oriented solutions, placing the needs of the client first. Our state-of-the-art technologies seamlessly link all offices, provide instant information exchange, and support clients nationwide with secure access to our online document repository.

Baker Donelson is a member of several of the largest legal networks that provide our attorneys quick access to legal expertise throughout the United States and around the world.

Statement of Practice

Alternative Dispute Resolution; Admiralty and Maritime; Antitrust; Aviation; Bankruptcy and Creditors' Rights; Business and Transactions; Construction; eBusiness/Technology; Eminent Domain; Employee Benefits and Executive Compensation; Environmental, Health and Safety; Equipment Leasing; Estate Planning/Probate; Financial Services and Transactions; Government Investigations and Litigation; Gulf Coast Reconstruction; Health Law; Immigration; Intellectual Property; International; Labor and Employment; Litigation; Public Finance; Public Policy - Federal; Public Policy - State; Real Estate; Subprime Mortgage; Taxation - Federal and State/Local; Transportation.

Firm Affiliations

MACKRELL INTERNATIONAL: A world wide association of independent law firms created to meet the increasing complex and varied needs of clients throughout the world and to respond to the challenges of the international legal commercial market.

Representative Clients:

Abbott Laboratories
Amedisys, Inc.
AFC Energy Solutions, Inc.
Amika Logistics, LLC
Captain D's, LLC
Carter Haston Real Estate Services, Inc.
C.A.T. Inc.
Caterpillar Financial
CBRL Group, Inc.
Cisco Systems, Inc.
City of Brentwood
Community Health Systems, Inc.
Cracker Barrel Old Country Store, Inc.
Diageo North America, Inc.
Dollar General Corporation
Estes Express Lines
FFE Transportation Services, Inc.
Fleet Global Services
Frontier National Corporation
Gaylord Entertainment Company
Golden Rule Insurance Company
Healthcare Realty Trust
Hillside Group
Howard Baer, Inc.
Landstar
Logan's Roadhouse, Inc.
Mallory Alexander
McLane Company, Inc.
Methodist Healthcare
Miller Transporters, Inc.
Nestle Waters North America, Inc.
Ozburn-Hessey
Pacer International
Piedmont Natural Gas
Prestige Brands Holdings, Inc.
QHR
R&L Carriers
Ritzen Group, Inc.
Swift Transportation, Inc.
Shoney's Restaurant Company
TIAA
Toshiba America Consumer Products, Inc.
United Insurance Company of America (UNITRIN)
U.S. Xpress
The University of New Mexico Medical Center
UT Medical Group, Inc.
Vastland Realty
Venture Express, Inc.
Vitran Express, Inc.

Address

Commerce Center, Suite 1000
211 Commerce Street
Nashville, TN 37201, (Davidson Co.)

Phone

Phone: 615-726-5600
Telecopier: 615-726-0464

Website

http://www.bakerdonelson.com

Firm/Affiliate Offices

(For complete biographical data on Memphis, Chattanooga, Knoxville, Johnson City and Huntsville, Tennessee; Washington, D.C.; Jackson, Mississippi; Atlanta, Georgia; Baton Rouge, New Orleans and Mandeville, Louisiana; and Birmingham, Alabama personnel, see Professional Biographies at those locations)

MANAGING PARTNER

Scott D. Carey (Office Managing Shareholder, Nashville) born Ashland, Kentucky, March 9, 1967; admitted to bar, 1992, Tennessee, U.S. District Court, Middle District of Tennessee and U.S. Court of Appeals, Sixth and Federal Circuits; U.S. Supreme Court. Education: Vanderbilt University (B.A., 1989); University of Tennessee at Knoxville (J.D., 1992). Office Managing Shareholder for Firm's Nashville Office. Former Chair of Automobile and Transportation Litigation Group. Editor of Baker Donelson Transportation Newsletter. Listed in: The Best Lawyers in America, Commercial Litigation, Personal Injury Litigation and Transportation Law; Mid-South Super Lawyers, 2007-. 2002 and 2003 Motor Carrier Annual Report for ABA Section of Public Utility, Communications and Transportation Law and Current Chair, Motor Carrier Committee for Public Utility, Communications and Transportation Section; Member, Moot Court Board. William B. Spong Invitational Moot Court Team. Student Materials Editor, Tennessee Law Review. Speaker, "The 3LP Revealed: A Riddle Wrapped in a Mystery Inside an Enigma" and "Transportation Contracts: Brokers Beware," Transportation Lawyers Association Annual Convention (May 2006). Speaker, "Campaign Finance and Other Election Law Issues," Tennessee Republican Candidates School (May 2006). Member: Nashville (Board of Directors), Tennessee (Board of Governors; Vice President and Chair Judiciary Committee, Young Lawyers Division) and American (House of Delegates) Bar Associations; Transportation Lawyers Association; Defense Research Institute; Tennessee Defense Lawyers Association; Tennessee Trucking Association; Transportation Intermediaries Association; Truckload Carriers Association (Allied Member); Conference of Freight Counsel; Southeastern Warehouse Association; Trucking Industry Defense Association; International Association of Defense Counsel. Fellow: Nashville Bar Foundation. Practice Areas: Commercial Litigation; Tort Litigation; Transportation Litigation; Civil Litigation; Products Liability.Email: Scott D. Carey

SHAREHOLDERS

Lewis R. Donelson, III (Shareholder) born Memphis, Tennessee, October 9, 1917; admitted to bar, 1940, Tennessee; 1941, District of Columbia. Education: Rhodes College (B.A., with distinction in Political Science, 1938); Georgetown University Law Center (LL.B., 1941). Recipient, Tennessee Medical Association Community Service Award, 2007. Listed in The Best Lawyers in America for Corporate Law and Tax Law, 1983—. Named, Memphis "Lawyer of the Year" for Corporate Law by The Best Lawyers in America, 2009. Member, Board of Trustees: Southwestern at Memphis, 1958-1968; Memphis Theological Seminary, 1978-1989. Memphis City Councilman, 1968-1972. Delegate Tennessee Constitutional Convention, 1971. Commissioner, Finance and Administration, State of Tennessee, 1979-1981. Director, St. Jude's Children Research Hospital, 1986—. Chairman of the Board, Memphis Regional Medical Center, 1996—. Member, Tennessee Higher Education Commission, 1981-1990. Member: Memphis, Tennessee and American (Member, Taxation Section) Bar Associations; District of Columbia Bar. Fellow: Tennessee Bar Association. (Also at Chattanooga, Knoxville and Memphis Offices). Practice Areas: Tax; Corporate Law; Constitutional Law; School Equal Protection; Estate Planning; Probate.Email: Lewis R. Donelson, III

Richard D. Bird (Shareholder) born Bristol, Virginia, August 13, 1933; admitted to bar, 1959, Tennessee. Education: Vanderbilt University (B.A., 1954; J.D., 1959). Phi Delta Phi. Member: Nashville (President, 1978-1979), Tennessee and American (Member, Sections on: Business Law; Real Property, Probate and Trust) Bar Associations. Fellow: Tennessee Bar Foundation; Fellow: Nashville Bar Foundation. Practice Areas: Corporation Law; Probate Law; Real Estate Law; Estate Planning; Probate; Taxation; Finance; Investments; Business Law.Email: Richard D. Bird

Thomas O. Helton (Shareholder) born Pulaski, Tennessee, June 1, 1940; admitted to bar, 1966, Tennessee; 1976, Georgia. Education: University of Tennessee (B.S., 1963); Vanderbilt University (LL.B., 1966). Phi Delta Phi. Associate Editor, Vanderbilt University Law Review, 1965-1966. Law Clerk to: Frank Gray, Jr., U.S. District Judge, Middle District of Tennessee, 1966-1967; Paul C. Weick, Chief Judge, U.S. Court of Appeals, Sixth Circuit, 1967-1968. Listed in: Best Lawyers in America for Commercial Litigation and Medical Malpractice Law (since 1983); Mid-South Super Lawyers, Health Care, 2007—; Who's Who in America. Rule 31 Listed General Civil Mediator. Member: Chattanooga (President, 1980-1981), Tennessee (Member, Board of Governors, 1985-1994) and American (Member, Litigation Section) Bar Associations; State Bar of Georgia. Fellow: Tennessee Bar Foundation; Chattanooga Bar Foundation. (Also at Chattanooga Office) (Certified Civil Trial Specialist, Tennessee Commission on Continuing Legal Education and Specialization). Practice Areas: General Civil Litigation; Nursing Home Litigation; Employment Law; Intellectual Property; Products Liability.Email: Thomas O. Helton

Robert G. McDowell (Shareholder) born Macon, Georgia, December 4, 1943; admitted to bar, 1969, Tennessee. Education: Vanderbilt University (B.A., 1965; J.D., 1968). Listed in The Best Lawyers in America, Alternative Dispute Resolution (since 2005). Approved NASD Arbitrator (Public). Member: Nashville, Tennessee and American Bar Associations. Practice Areas: General Business Law; Commercial Litigation; Administrative Law; Business and Transactions; Investments; Class Actions; Antitrust and Trade Regulation; Environmental Law; Professional Liability; Government.Email: Robert G. McDowell

Carl E. Hartley (Chair of Tax Department) born Montgomery, Alabama, February 6, 1948; admitted to bar, 1973, Tennessee; 1979, Georgia; 1976, U.S. Tax Court; 1974, U.S. District Court for the Eastern District of Tennessee; 1987, U.S. Court of Appeals for the Sixth Circuit; 1984, U.S. Supreme Court. Education: University of Tennessee (B.S., 1970; J.D., 1973). Listed in: The Best Lawyers in America, Tax Law, 2005— and Corporate Law, 2008 —; Mid-South Super Lawyers, Tax, 2007—. Past Contributing Author, Tennessee CPA Journal. Past Trustee, Tennessee Federal Tax Institute. Chairman, Tax Committee, Director, 1986-2002, 2009 and Member, Executive Committee, 2009, Tennessee Chamber of Commerce and Industry. Chairman, Firm's Tax Department, 2002—. Regional Liaison Committee, Internal Revenue Service, 1980-1982. Past Trustee, Tennessee Federal Tax Institute, 1981. Member: Tennessee (Past Chairman, Tax Section; Special Committee on State Taxation, 1999) and American (Member, Sections on: Corporation, Banking and Business Law; Taxation) Bar Associations; State Bar of Georgia. Fellow: Tennessee Bar Foundation. (Also at Chattanooga and Johnson City Offices). Practice Areas: Taxation; State Taxation; Local Taxation Law; Federal Taxation; Commercial Law; Real Property.Email: Carl E. Hartley

John A. Gupton, III (Chair of Real Estate Group) born Nashville, Tennessee, November 26, 1945; admitted to bar, 1976, Tennessee. Education: University of Virginia (B.A., 1973); University of Memphis (J.D., 1976). Listed in: Chambers as Leading Real Estate Lawyer in Tennessee; The Best Lawyers in America, Land Use and Zoning Law and Real Estate Law (since 2005); Mid-South Super Lawyers, Real Estate, 2006—. Named, Top 100 Attorneys in Tennessee, 2007. Member: 1974-1976 and Associate Editor, 1975-1976, University of Memphis Law Review; American College of Mortgage Attorneys; Nashville Downtown Partnership (past chair); Central Business Improvement District (Chair); TBA Condominium Statute Revision Committee. Member: Nashville Bar Association; Tennessee Bar Association; American Bar Association (Member, Sections on: Real Property, Probate and Trust Law; Business Law; Health Law). Practice Areas: Commercial Real Estate Transactions; Corporate Law; Business Law; Health Care Law.Email: John A. Gupton, III

Lawrence C. Maxwell (Shareholder) born Maryville, Missouri, August 14, 1951; admitted to bar, 1976, Tennessee; U.S. Supreme Court; U.S. Court of Appeals, Sixth Circuit and Federal Circuit; U.S. District Court, Eastern, Middle, and Western Districts of Tennessee; registered to practice before U.S. Patent and Trademark Office. Education: University of Missouri (B.S., Ch.E., 1973); Vanderbilt University Law School (J.D., 1976). Listed in The Best Lawyers in America, Construction Law. Co-author: "The Sky is Not the Limit: Limitation of Liability Clauses May Be the Solution to Cap Your Contractual Liability," Texas Reporter (May 2007); "Construction: The Rules Have Changed," Tennessee Chamber Business Insider Newsletter (September 2007). Author: "New Rules for E-Discovery," Tennessee Bar Journal (June 2009); "Use of Depositions at Trial," Lorman Ed. Serv. (April 2005); "Tennessee Prompt Pay Act of 1991," Lorman Ed. Serv. (November 2005-2007); "Payment Bonds," Lorman Ed. Serv. (November 2005-2007); "Tennessee Statutes on Construction Law," Tennessee Association of Construction Counsel, lecture and survey (November 2005). Member: Nashville, Tennessee and American (Member, Committees on: Intellectual Property Law; Litigation; Science & Technology Law; Construction Industry Forum) Bar Associations; Defense Research Institute; Tennessee Association of Construction Counsel; American Intellectual Property Law Association; American Chemical Society; American Inns of Court; Association of General Contractors. Practice Areas: Litigation; Construction Law; Products Liability; Intellectual Property; Technology Law.Email: Lawrence C. Maxwell

Matthew J. Sweeney (Shareholder) born Sayre, Pennsylvania, September 4, 1951; admitted to bar, 1976, Tennessee; U.S. District Court, Eastern, Middle and Western Districts of Tennessee; U.S. Court of Appeals, Sixth Circuit. Education: Seton Hall University (B.A., cum laude, 1973); Vanderbilt University (J.D., 1976); National Judicial College, General Jurisdiction Program (1987). Co-Author: with Charles K. Grant, "Tennessee Pattern Jury Investigations - Civil," [italics on]Practice Considerations,[italics off] LexisNexis, 2007. Co-Author: "In the Proper Forum —Trial, Arbitration or Mediation," The Tennessee Trial Lawyer, December, 1994. Lecturer: Nashville School of Law, 2003-2009; Vanderbilt University School of Law, 1995-1998. Member, Disciplinary Committee, 1979-1981 and Chair, Civil Justice Reform Act Advisory Group, 1995-1997. Chair, Merit Selection Panel, U.S. District Court, Middle District of Tennessee, 2007. Member, ADR Panels, U.S. District Court, Middle and Eastern Districts of Tennessee. Member, CPR (Franchise) ADR Panels. Recipient, Baker Donelson's Nashville Office Pro Bono Award (2009). Member, AAA Arbitration and Mediation Panels (Employment, Sports and Commercial). Listed in: The Best Lawyers in America, Alternative Dispute Resolution (since 2005), Commercial Litigation (since 2005), Franchise Law (since 2006) and Administrative Law (since 2008); Chambers as Leading General Commercial Litigation Lawyer in Tennessee, 2006. Member: Tennessee (Member, Professional Standards of Conduct Study Committee, 1995-2002 and Vice Chair, Committee on Ethics and Professional Responsibility, 2003-2006) and American (Forum on Franchising) Bar Associations; Harry Phillips American Inns of Court (Master Bencher; Member, Executive Committee). Fellow: Nashville Bar Foundation (Trustee 1996-1998); Tennessee Bar Foundation. Practice Areas: Complex and Multi-District Litigation; Franchises and Franchising; Agency and Distributorships; Alternative Dispute Resolution; Business and Transactions.Email: Matthew J. Sweeney

William H. West (Shareholder) born Tupelo, Mississippi, August 15, 1950; admitted to bar, 1976, Tennessee; 1982, U.S. Supreme Court. Education: Yale University (B.A., 1972); University of Tennessee (J.D., 1976); Vanderbilt University (M.B.A., 1986). Named as a Leading Health Care Attorney by Legal Media Group (2006). Listed in The Best Lawyers in America, Health Care Law (since 2005). Law Clerk to Honorable Kirby Matherne, Tennessee Court of Appeals, 1976-1977. Executive Director, Tennessee Health Facilities Commission, 1986-1987. General Counsel, Tennessee Health Facilities Commission, 1985-1986. Practice Areas: Health Care; Business Litigation; Civil Litigation.Email: William H. West

Richard G. Cowart (Chairman of the Health Law and Public Policy Department and Member, Board of Directors) born Bourne, Massachusetts, 1954; admitted to bar, 1978, Mississippi; 1999, Tennessee. Education: University of Southern Mississippi (B.S.B.A., magna cum laude, 1975); University of Mississippi (J.D., with honors, 1978). Recipient, American Health Lawyers Association David R. Greenburg Award, 2007. Articles Editor, Mississippi Law Journal, 1977-1978. President, Associated Student Body, University of Southern Mississippi, 1974-1975. Chair, Southern Institute of Health Law, 1993-1994. Adjunct Faculty, University of Mississippi Medical Center, 1993-2005. Health Law Columnist: Medical News, Inc. and The Tennessean. Editorial Board Member, Journal of Health Law. Listed in: Who's Who of American Law; The Best Lawyers in America, Health Care Law and Mergers and Acquisitions Law (since 1991); Chambers USA - America's Leading Business Lawyers; Corporate Counsel - Best Lawyers Healthcare; Nightingale's Healthcare News - Outstanding Hospital Lawyers; Named: Nashville Business Journal as one of the "2007 Health Care Heroes;" The Legal 500 United States, Volume I, Corporate and Finance in the area of Mergers and Acquisitions; Tennessee Business Magazine's 101 Best Lawyers; Mid-South Super Lawyers, Health Care, 2006, 2007, 2008. Listed: Top 100 Attorneys in Tennessee, 2007—; Leading Health Care Attorneys by Legal Media Group, 2006; Nashville Business Journal's Best of the Bar, 2005, 2006, 2007. Named to Business Tennessee Magazine's "150 Best Lawyers" in the area of Healthcare (Transactional) Law, since 2007. Named to Nashville Business Journal's "Health Care 100" (2001-2007). Phi Kappa Phi; Omicron Delta Kappa; Phi Delta Phi. Member: Tennessee and American (Member, Sections on: Health Law; Taxation) Bar Associations; The Mississippi Bar; American Health Lawyers Association (President, 2004-2005; Executive Committee, Board of Directors 2000-2006). Fellow: American Health Lawyers Association. (Also at Jackson, Mississippi Office). Practice Areas: Health Care; Business and Transactions; Business Law; Mergers and Acquisitions.Email: Richard G. Cowart

James A. DeLanis (Shareholder) born Parma, Ohio, October 4, 1953; admitted to bar, 1978, Tennessee; 1979, Ohio (inactive); U.S. Supreme Court; U.S. Court of Appeals for the Federal Circuit; U.S. Court of Appeals, Sixth Circuit; U.S. District Court, Eastern, Middle and Western Districts of Tennessee. Education: Dartmouth College (A.B., cum laude, with honors, 1975); Vanderbilt University (J.D., 1978). Listed in Mid-South Super Lawyers, Business Litigation (2006—). Former President and Member Board of Directors, Nashville Humane Association (1996—). Business Manager, Vanderbilt Journal of Transnational Law, 1977-1978. Assistant Attorney General, Tennessee, 1979-1981. Former Chair, Nashville Bar Association Federal Chancery and Circuit Court Committees. Former President and Director, Nashville Pro Bono, Inc. Author: "Federal Fair Credit Reporting Act Pre-Empts Consumer Claims Against Furnishers of Credit Information," 97 Tennessee Banker 21 (February 2009); "If You Want To Do Business With Government, Follow The Rules Very Carefully," Tennessee Chamber of Commerce & Industry (November 2006); "What Is A 'Metatag' And Why Should I Care," Nashville Bar Journal, 12 (June 2005). Co-author: "Resolving Contractual Ambiguity In Tennessee: A Systematic Approach," 68 Tennessee Law Review 73 (2000). Presenter: "Emerging Issues in Trial Practice Caused by Facebook and Other Social Media," Nashville Bar Association meeting (July 2009); "Preparing for Mediation," CLE workshop for the Tennessee State Attorney General's Office (June 16, 2009); "Public Contracts and Procurement Regulations in Tennessee" (September 2006); "Taking and Defending Effective Depositions" (April 2006); "Developments in Business and Corporate Litigation (with special emphasis on Tennessee antitrust litigation)," the ABA section of Business Law (March 2005); "Preparing for Mediation," Nashville Bar Association seminar (September 2000). Co-Presenter, "Purchasing Contract Disputes," Lorman Educational Services (April 7, 2009). Moderator: ABA Intellectual Property Roundtable. Member: Nashville (Member, Federal, Chancery and Circuit Court Committees), Tennessee (Member, Executive Committee, IP Section, 2006-2007) and American (Member, Sections on: Antitrust; Business Regulation; Intellectual Property; Litigation) Bar Associations. American International Property Law Association; Nashville Bar Foundation; Dartmouth Lawyers Association. Practice Areas: Commercial and Business Litigation; General Civil Litigation; Administrative Law; Intellectual Property Litigation; Contract Disputes; Insurance Defense; Class Actions; Insurance Coverage; State Tax Litigation; Government Contract Disputes; Stock Valuation Litigation; Antitrust and Trade Regulation.Email: James A. DeLanis

Kenneth P. Ezell, Jr. (Shareholder) born Murfreesboro, Tennessee, June 9, 1949; admitted to bar, 1979, Tennessee. Education: The University of the South (B.A., 1971); National University (M.B.A., 1976); Vanderbilt University (J.D., 1979). Listed in: Chambers USA, "Best Business Lawyers" (Real Estate); The Best Lawyers in America in Real Estate Law and Land Use & Zoning Law; Mid-South Super Lawyers, 2006-. Named among the top 100 attorneys in Tennessee, 2007-. Speaker: "The Remedies Opinion and Customary Practice," Legal Opinion Risk Seminar, New York (2007); "Legal Opinions in Business Transactions," Tennessee Bar Association, Nashville (2006); "Personal Property Security Interest Opinions," ABA Joint Fall CLE Meeting, San Francisco (2005); "The ABC's of Third-Party Closing Opinions," ABA Mid-Year Meeting, Salt Lake City (2005); "Local Counsel Opinions, Real Property, Probate and Trust Section of the ABA 15th Annual Real Property Symposia, Seattle (2004); "Real Estate Opinion Letter Guidelines: An Update," Real Property, Probate and Trust Section of the ABA 14th Annual Real Property Symposia, New York (2003). Member, Drafting Subcommittee for the preparation of Real Estate Opinion Letter Guidelines of the American Bar Association and American College of Real Estate Lawyers, 2002-2003. Member: Nashville, Tennessee and American (Member, Sections on: Real Property, Probate and Trust Law; Business Law; Past Chair, Committee on Legal Opinions in Real Estate Transactions, Real Property, Probate and Trust Section; Member, Task Force on Tax Shelter Ethical Responsibilities) Bar Associations; National Association of Bond Lawyers; American College of Real Estate Lawyers (Chair, Attorney's Opinions Committee); National Association of Bond Lawyers. Fellow: American College of Real Estate Lawyers. [LT. USNR, 1972-1976]. Practice Areas: Commercial Real Estate Law; Municipal Finance Law; Commercial Transactions.Email: Kenneth P. Ezell, Jr.

Gary M. Brown (Former Chair of the Business Department) born Columbia, Tennessee, September 12, 1955; admitted to bar, 1980, Tennessee. Education: Vanderbilt University (B.A., magna cum laude, 1977; J.D., 1980). Omicron Delta Epsilon; Order of the Coif. Member, 1978-1979 and Student Writing Editor, 1979-1980, Vanderbilt Law Review. Author: "Exchange Act Registration and Reporting: What A Public Company Should Know," Nuts and Bolts of Securities Law, Practising Law Institute, 1995-2001; "Securities Law Aspects of Mergers and Acquisitions," Nuts and Bolts of Securities Law, Practising Law Institute, 2000-2001; "Recent Developments in Securities Law," Nuts and Bolts of Securities Law, Practising Law Institute, 1997-1998; "Officers and Directors Duties and Liabilities," Vanderbilt University, Corporate and Securities Law Institute, 1996; "State Motor Vehicle Franchise Legislation: A Survey and Due Process Challenge to Board Composition," 33 Vanderbilt Law Review 385, March, 1980. Adjunct Professor of Law, Vanderbilt University School of Law, 1995—. Chairman, Metropolitan Nashville Beer Permit Board. Listed in: Chambers USA, America's Leading Business Lawyers, Corporate Law and Mergers and Acquisitions, Tennessee; The Best Lawyers in America® since 1995; Corporate Governance and Compliance Law, Corporate Law, Franchise Law, Securities Law, and Mergers and Acquisitions Law. Named as among Top 100 Attorneys in Tennessee, Mid-South Super Lawyers, 2007—. Listed, Mid-South Super Lawyers, Securities & Corporate Finance, 2006—; Nashville Business Journal's Best of the Bar, 2006. Named to Business Tennessee Magazine's "150 Best Lawyers" in Securities Law, since 2007. Member: Nashville, Tennessee and American (Member, Business Law Section, Forum Committee on Franchising) Bar Associations; International Franchise Association (Member, Legal/Legislative Committee). Practice Areas: Securities; Franchising; Mergers and Acquisitions; Corporate Law; Government Investigations and Litigation; White Collar Crime.Email: Gary M. Brown

Bruce C. Doeg (Chair, Business Department) born Hartford, Connecticut, May 7, 1965; admitted to bar, 1991, Delaware; 1995, Tennessee. Education: Duke University (A.B., cum laude, 1987); University of Virginia (J.D., 1990). Corporate counsel for leading emerging company in electronic health records field; Corporate counsel for independent oil and gas company; Corporate counsel for emerging biotechnology firm; Corporate counsel for fiber optics company; Corporate and board counsel to non-profit foundation focused on education and protection of First Amendment principles. Co-Chair/Author - "Selling Products and Services and Licensing Software Online: An Interactive Guide with Legal Forms and Commentary to Privacy, Security and Consumer Law issues"; ABA Section of Business Law Publication (2007). Co-Chair/Author - "Model Web Site: A Knowledge Management Approach to E-Business," ABA Section of Business Law Publication (2005). "Effects of Sarbanes-Oxley in Private Companies and Not-For-Profit Organizations," Lorman Seminars: Nashville, Memphis and Knoxville, TN; Wilmington, DE; Orlando, FL. "Sarbanes-Oxley: Why You Should Care!" Nashville Bar Association. "Board and Committee Structure and Function After the Sarbanes-Oxley Act," Lorman Seminars, Wilmington, DE. "Document Management Policies and The Impact of Sarbanes-Oxley," Lorman Seminars: Nashville, Memphis and Knoxville, TN; Wilmington, DE; Orlando, FL. "Ten Potential Pitfalls of an Outsourcing Deal: A Lawyer's Perspective" Chicago, IL. "The 'What' of the Agreement: Defining and Managing Scope of Service and Service Levels," Outsourcing Seminar, Nashville, TN. "Whistleblower and Criminal Provisions of the Sarbanes-Oxley Act of 2002," Wilmington, DE. "Organizing the New Venture," Musculoskeletal New Ventures Conference, Memphis, TN. "eBusiness and Information Technology Legal Assessment," Presentation to the GE Legal Department. Listed in The Best Lawyers in America, Cyber Law from 2003-2005 (category changed), Information Technology Law (new category) (since 2006), Technology Law (new category) (since 2006), and Venture Capital Law. Board member of the Nashville Technology Council (2005 —); Secretary (present). Board member of the International Business Council of the Nashville Chamber of Commerce (present). Adjunct Professor - University of Tennessee School of Law (Contract Drafting). Adjunct Professor - Vanderbilt University School of Law (Corporate and Securities Transactions). Guest Lecturer - University of Tennessee (Technology law). Guest Lecturer - Owen School of Management at Vanderbilt University (Technology law). Taught Tennessee State and Federal Judges in the area of technology law. Drafted and helped enact amendments to Tennessee Securities law creating an accredited investor exemption and an exemption for employee stock option plans. Co-Chair - "Technology Outsourcing in the Healthcare Industry," national seminar on legal issues associated with health care technology. Co-Chair - American Bar Association Model Website Project. Co-Chair - Tennessee Bar Association CLE Seminar "Legal Issues in Computer and Internet Law" (2000-Present). Member: American (Business Law - Cyberspace Committee), Tennessee, Knoxville, Nashville and Delaware Bar Associations; American Judicature Society. Transactions: Recent Representative Transactions: Represented acquiror of assets of Elvis Presley Enterprises; Represented NYSE company in purchase of consumer brand company; Represented leading website development company for automobile dealers in sale of the company to a publicly traded purchaser; Represented Fortune 50 company in the divestiture of technology subsidiary; Represented hospital system in outsourcing its IT department; Represented Fortune 50 company in outsourcing of software development and implementation project to Indian company; Represented nationally known consumer products company in sale of the assets of a subsidiary containing key brands; Represented acquiror of British technology company; Represented U.S. manufacturing subsidiary of Malaysian company in sale of company; Capital formation for manufacturing, technology, healthcare technology, biotech, oil and gas and other companies; Represented technology company in dealings with the Federal Trade Commission arising out of computer hacking incident leading to possible dissemination of personal information; Represented technology company in developing open source software strategy. Practice Areas: Electronic Commerce; Technology Law; Securities; Corporate Law; Finance; Investments; Business Law; Mergers and Acquisitions.Email: Bruce C. Doeg

Laurence M. Papel (Shareholder) born New York, N.Y., January 24, 1955; admitted to bar, 1980, Tennessee; U.S. District Court, Middle District of Tennessee; U.S. Court of Appeals, Sixth Circuit; U.S. Tax Court. Education: Trinity College (B.A., 1977); Vanderbilt University School of Law (J.D., 1980). Pi Gamma Mu. Listed in Chambers as Leading Real Estate Lawyer in Tennessee. Listed in: The Best Lawyers in America® in Land Use & Zoning Law and Real Estate Law; Mid-South Super Lawyers, 2007—. Named to Business Tennessee Magazine's "150 Best Lawyers" in Real Estate Law, since 2007. Chair, Arts and Business Council of Greater Nashville. President, Rotary Club of Nashville, 2007-2008. Board Member and General Counsel, Nashville Zoo. Board Member: Nashville Civic Design Center; Nashville Public Library Foundation. Member: Nashville, Tennessee and American Bar Associations. Fellow: Nashville Bar Foundation. Practice Areas: Corporate Law; Business Law; Real Estate Law; Investments.Email: Laurence M. Papel

Robert M. Steele (Shareholder) born Arlington, Virginia, August 23, 1956; admitted to bar, 1981, Florida; 1988, Rhode Island; 1994, Tennessee. Education: Furman University (B.A., summa cum laude, 1978); Vanderbilt University (J.D., 1981). Order of the Coif; Phi Beta Kappa. Elliott E. Cheatham Scholar, and Trustee. Listed in: The Best Lawyers in America, Environmental Law (since 2003); Mid-South Super Lawyers, Environmental, 2006—. Articles Editor, Vanderbilt Law Review, 1980-1981. Co-Author: "Birth of a New Lender Liability Theory? Aiding and Abetting a Borrower's Violation of Environmental Laws," BNA Toxics Law Reporter, Vol. 6, p. 950, Jan. 8, 1992; "The Year in Review 2001" and "The Year in Review 2000," portions of the Annual Report of the Environmental Transactions, Audits and Brownfields Committee, ABA Section on Environment, Energy and Resources Law. Author: "The Truth About Superfund Taxes," ABA Section of Business Law, Environmental Committee Newsletter (2006); "Environmental Permitting and Issues, for a Private Water Supply Project," TDEC Annual Conference Proceedings (2006 and 2005); "Cleanups, Contribution, and Cooper Industries v. Aviall Services," ABA Environment Committee Newsletter of Business Law Section, Spring 2005; "Environmental Issues in Real Estate Transactions," in An Advanced Look at Real Estate in Tennessee, National Business Institute (2005); "Beware of Lingering Liabilities," Nashville City Paper (July 2, 2003); "Tennessee Superfund Liability," ELI State News & Analysis, June 2000; "Site Cleanup Programs in Tennessee," ELI State News & Analysis, January 2000; "The Clean Air Act Amendments: Accidental Release Provisions Will Affect Many Companies," Massachusetts Lawyers Weekly, Feb. 25, 1991; "Federal Delegation of Environmental Protection Enforcement Authority Affecting Land Use and Development," ABA Probate and Property, Vol. II, No. 3 (Fall 1982); and others. Seminar Speaker: State Association of Environmental Managers, 1989-1992; Executive Enterprises Courses on Environmental Regulation, 1993-2001; Tennessee Bar Association, 2003; ABA Business Law Section, 2005; and many others. Member: Nashville (Member, Environmental Law Committee), Tennessee (Member, Environmental Law Section), Rhode Island and American (Member, Sections on: Environment, Energy and Resources Law; Real Property, Probate and Trust Law; Business Law; Chair, Business Law Section Superfund Subcommittee) Bar Associations; The Florida Bar (Member, Environmental and Land Use Law Section); Tennessee Chamber of Commerce & Industry; ASTM (Committee E-50). (Also at Memphis Office). Practice Areas: Environmental Law.Email: Robert M. Steele

Kelly L. Frey, Sr. (Shareholder) born Nashville, Tennessee, March 13, 1951; admitted to bar, 1982, Tennessee. Education: Vanderbilt University (B.A., 1973; M.S., 1978); University of Tennessee at Knoxville (J.D., 1982). Moot Court Board, 1981-1982. Tennessee Law Review, 1980-1982. Listed in The Best Lawyers in America, Information Technology Law and Technology Law. Selected as one of the top ten Corporate Attorneys in Nashville/Middle Tennessee by the Nashville Business Journal ("Best of the Bar" 2006). Recipient: Nashville Bar Foundation Contributor of the Year Award, Nashville Bar Journal, 2007-2008. Author: "Georgia Intellectual Property and Technology Transactions," Forms and Practice Manual, Data Trace Publishing Company (2008); "Patent License Agreements Line by Line: A Detailed Look at Patent License Agreements and How to Change Them to Meet Your Needs," Aspatore Publishing Company (2008); "I Want My Hannah Montana! The Regulation of Ticket Sales in Tennessee," Nashville Bar Journal (July 2008); "The Top Five Tips Every Technology Executive Needs to Know About Sarbanes-Oxley," ExecBlueprints (January 2008); "When a Million Dollars Just Isn't Enough," Financier Worldwide (December 2007); "Employee Fraud," Nashville Bar Journal (December 2007); Frey on Technology Transactions: Tennessee Forms and Practice Manual, Data Trace Publishing, 2007; "Understanding the Goals of the Technology Client," Technology Law Client Strategies: Leading Lawyers on Strategizing for Cases, Resolving Disputes & Effectively Working with Clients (Inside the Minds), Aspatore Inc., 2007; "Technology Licensing Strategies," Technology Law Client Strategies: Leading Lawyers on Structuring Agreements, Negotiating Value and Capitalizing on Intellectual Property (Inside the Minds), Aspatore Inc., 2007; "Minimizing Outsourcing Risk," Counsel to Counsel (April 2007); "Collagen Biosynthesis by Cultured Chinese Hamster Lung Cells - Cell-free Synthesis of Pro-collagen Alpha Chains," 17(5) Biochemistry 864-868, 1978; "A Heuristic Set Covering Based System for Air Crew Scheduling," Proceedings of American Institute of Decision Sciences, 1979; "Torts-Wrongful Life-Infant's Right to Sue for Negligent Genetic Counseling" 48 Tennessee Law Review 493, 1981; "New Reproductive Technologies: The Legal Problem and a Solution" 49 Tennessee Law Review 303, 1982; "Legal Database Research: A Cost/Benefit Analysis," 10 Legal Economics 32, 1984; "Sink or Swim," 40 Tennessee Bar Journal No. 7, 14, 2004; "Thinking Like a (Business) Lawyer," 5 Nashville Bar Journal No. 9, 16, 2005; "The Day Tennessee Changed the U.S. Constitution," 6 Nashville Bar Journal No. 1, 12, 2006; "The Third Wave: The Tsunami Effect of Sarbanes-Oxley," Financier Worldwide, May 2006; "Outsourcing In 2007-The Year The Bubble Bursts?," Financier Worldwide (January 2007). Coauthor: Application Service Provider/Software as Service Agreements, Aspatore Inc., 2007; Security Interests in IP," Intellectual Property Deskbook for the Business Lawyer, American Bar Association Business Division (2007-2008); "Open-Source Software and IP," Intellectual Property Deskbook for the Business Lawyer, American Bar Association Business Division (2007-2008); "Don't Call, e-Mail, Fax: The Consumer Advertising Labyrinth," Tennessee Bar Journal, April 2007; "The Man Who Would Be King," Nashville Bar Journal, August 2006; "eBay, eCommerce, eLaws," Tennessee Bar Journal, August 2006. Speaker: "Selecting a Vendor: RFPs and Responses to RFPs," Lorman Education Services Webcast, 2008; "Understanding and Writing Purchasing Agreements," Lorman Education Services Webcast, 2008; "Drafting Clear and Enforceable Contracts," Lorman Education Services Webcast, 2008; "Purchasing Contract Administration," Lorman Education Services Webcast 2008; "Keys to Drafting Strategic Commercial Contracts," National Constitution 12 Center Webcast, 2008; "Drafting Application Service Provider Contracts," National Constitution Center Webcast, 2008; "Fair Use of Copyrighted Materials," Chicago Bar Association, 1995; "Digital Content Rights Management," PC Forum, 1995; "Defining Needs in Electronic Commerce," Interactive Multimedia Association Forum on Technology-Based Intellectual Property Management, 1996; "Copyright Concerns in Internet Publishing," Internet World, 1995; "Developing Copyright Management Systems Standards for the National Information Infrastructure," American National Standards Institute, 1994; "Cost Centers and Measures in Networked Information," Coalition for Networked Information, 1995; "Legal Considerations in Electronic Agreements," Society of Scholarly Publishers, 1994; "Overcoming Barriers to Electronic Document Exchange," National Federation of Abstracting & Information Services, 1997; "New Proposals and Perspectives for Electronic Commerce," Library of Congress Forum on Technology- Based Intellectual Property Management, 1997; "Copyright Management," National Online, 1998; "Information Commerce in the Digital Marketplace," Internet Expo, 1996; "Forget About Negotiating with the Vendor (How Do I Deal with Everyone on My Side of the Deal?)," Caucus - The Annual Meeting of Association of Technology Procurement Professionals, 2005. Instructor: Corporations, Southeastern Paralegal Institute, 1984- 1987; Corporations and Legal Research & Writing, Vol State Community College, 1991- 1992; Copyright and Advanced Media Licensing, Franklin Pierce Law School, 1998-1999; Officer and Director: Interactive Multimedia Association, 1994-1997. US Representative to IMPRIMATUR (three year European Union funded project to development international test bed for trading Intellectual Property rights via the Internet), 1994-1997. Chairperson, Third Annual Digital Publishing Symposium, 1996. Chairperson, Procurement Law: Fundamentals of the Corporate Acquisition Process, 2006. Chairperson, Technology Law: The Fundamentals and More, 2006. Member: Nashville, Tennessee and American Bar Associations. Transactions: Counsel to several Fortune 500 companies (both vendors and purchasers) with respect to corporate and information technology procurement transactions; Counsel to independent and documentary film companies; Asset acquisition of genomics division of a publicly traded US company on behalf of Indian conglomerate; Counsel to Fortune 100 company in outsourcing of disaster recovery data and call center; Counsel to one of the first personal computer manufacturers. Practice Areas: Business Law; Business and Transactions; Business Start-Ups; E-Commerce; Technology Law; Copyrights and Media Licensing; Computer Law.Email: Kelly L. Frey, Sr.

Randal S. Mashburn (Shareholder) born Memphis, Tennessee, July 9, 1954; admitted to bar, 1982, Tennessee. Education: University of Tennessee at Knoxville (B.S., magna cum laude, 1976); University of Memphis (J.D., 1982). Listed in: Chambers as Leading Bankruptcy Litigation Lawyer in Tennessee; The Best Lawyers in America, Bankruptcy and Creditor-Debtor Rights Law (since 1995) and Alternative Dispute Resolution (since 2008). Named to: Top 100 Attorneys in Tennessee, Mid-South Super Lawyers, 2006—; Nashville Business Journal's Best of the Bar, 2007. Recipient, American Jurisprudence Awards: Constitutional Law, Administrative Law, Property Law. Associate Articles Editor, University of Memphis Law Review, 1981-1982. Author: Case Comment, "Appellate Review of Trial Judge's Approval of Jury-Awarded Damages," University of Memphis Law Review, Fall, 1980. Speaker and author on numerous bankruptcy, creditors' rights and dispute resolution issues for Tennessee Bar Association, Nashville Bar Association, National Business Institute, Tennessee Bankers Association, CLE International and Southeastern Paralegal Institute. Law Clerk to: Hon. Odell Horton, Judge, U.S. District Court, Western District of Tennessee, 1982-1983; Hon. Lewis H. Conner, Jr., Judge, Tennessee Court of Appeals, 1983-1984. Director (1999-2004), Vice-President (2002-2003) and President (2003-2004) of Mid-South Commercial Law Institute. Certified as Rule 31 General Civil Mediator by the Tennessee Supreme Court Alternative Dispute Resolution Commission. Member, Alternative Dispute Resolution Panel, U.S. District Court for Middle District of Tennessee. President Elect, Tennessee Association of Professional Mediators (2008). Member: Nashville (Member & Former Chair, Bankruptcy Court Committee), Tennessee (Member, Bankruptcy Law Section) and American (Member, Sections on: Litigation; Business Law; Dispute Resolution; Member, Business Bankruptcy Committee, Secured Creditors Subcommittee, Executory Contracts Subcommittee) Bar Associations; American Bankruptcy Institute. Fellow: Nashville Bar Foundation. (Certified Specialist, Business Bankruptcy Law, American Bankruptcy Board of Certification). Reported Cases: In re Service Merchandise, Inc. 256 B.R. 755 (Bankr. M.D. Tenn., June 5, 2000); In re Service Merchandise, Inc., 256 B.R. 744 (Bankr. M.D. Tenn. 2000); In re Crosscreek Apartments, Ltd., 213 B.R. 521 (Bankr. E.D. Tenn. 1997); In re Crosscreek Apartments, Ltd., 211 B.R. 641 (Bankr. E.D. Tenn. 1997); First City Bank v. National Credit Union Admin. Bd., 111 F.3d 433, (6th Cir. 1997); In re Holder, 207 B.R. 574 (Bankr. M.D. Tenn. 1997); First City Bank v. National Credit Union Admin., 897 F.Supp. 1042 (M.D.Tenn. 1995); In re Holder, 182 B.R. 770, 33 (Bankr. M.D. Tenn. 1995); In re Hockaday, 169 B.R. 640 (Bankr. M.D. Tenn. 1994); In re Washington Mfg. Co., 1993 WL 106925 (Bankr.M.D.Tenn. 1993); In re Thurman, 127 B.R. 401 (M.D. Tenn. 1991); In re Thurman, 120 B.R. 99 (Bankr. M.D. Tenn. 1990); Tennessee Wheel & Rubber Co. v. American Exp. Travel Related Services, Co., Inc., 75 B.R. 1 (M.D. Tenn. 1987); In re Tennessee Wheel & Rubber Co., 64 B.R. 721 (Bankr. M.D. Tenn. 1986); In re Tennessee Wheel and Rubber Co., 62 B.R. 1002 (Bankr. M.D. Tenn. 1986); In re Advisory Information and Management Systems, Inc., 50 B.R. 627 (Bankr. M.D. Tenn. 1985); In re Cunningham, 48 B.R. 509 (Bankr. M.D. Tenn.) In re Lagniappe Inn of Nashville, Ltd., 50 B.R. 47 (Bankr. M.D. Tenn. 1985). Practice Areas: Bankruptcy Law; Creditors' Rights; Business Reorganization; Mediation; Commercial Litigation.Email: Randal S. Mashburn

Gary C. Shockley (Leader, Government Regulatory Actions Group) born Chattanooga, Tennessee, May 28, 1957; admitted to bar, 1982, Tennessee. Education: University of Tennessee (B.A., highest honors, 1979; J.D., high honors, 1982). Phi Beta Kappa; Order of the Coif. Recipient, Baker Donelson's Nashville Office Pro Bono Award, 2009. Listed in: The Best Lawyers in America® since 1995, Commercial Litigation, Environmental Law, Mass Tort Litigation and Bet-the-Company Litigation; Mid-South Super Lawyers, 2006—. Student Materials Editor, Tennessee Law Review, 1981-1982. Author: "Sixth Circuit Straddles Rapanos Split," TBA Environmental Law Section E-News (April 2009); Book Review, Tim Weiner, Legacy of Ashes: The History of the CIA (2007), 44 TBA Journal 33 (July 2008); "Railroaded by Superfund? Supreme Court to Review CERCLA Liability Cases in 2008 Term," TBA Environmental Law Section E-News (Nov. 2008); "Why Should Lawyers be Involved in Politics?" 8 Nashville Bar J. 18 (Oct. 2008); "Letter from the Chair: Learning the Unwritten Rules," TBA Litigation Newsletter (Spring 2006); "Estoppel and Empty Chairs: Comparing Fault with Dismissed Defendants," TBA Litigation Newsletter (Spring 2006); "Environmental Consultants and the Work Product Doctrine," TBA Environmental Law Newsletter (July 2004); "The Attorney Work Product Doctrine and Trial Consultants," TBA Litigation Newsletter (Spring 2004); "Sixth Circuit Reverses Lenient Sentence in Environmental Crimes Case," TBA Environmental Law Newsletter (Nov. 2003); Book Reviews, 39 Tennessee Bar Journal 23 (Oct. 2003), 37 Tennessee Bar Journal 22 (June 2001); 37 Tennessee Bar Journal 28 (February 2001); 30 Tennessee Bar Journal 26 (Mar./April 1994); "The OSHA Hazard Communication Standard," 25 Tennessee Bar Journal 22 (1989); "New Evidence and New Trials," 19 Tennessee Bar Journal 23 (1983); "A History of the Incarceration of Juveniles in Tennessee," 43 Tennessee Historical Quarterly 229 (1984); "Defining Interrogation For Miranda Purposes," 48 Tenn. L. Rev. 785 (1981). Speaker: Tennessee Bar Association, Young Lawyers' Division, "Voir Dire: The Law, Science, and Art of Jury Selection" (Feb. 2007); Tennessee Bar Association, Young Lawyers' Division, "Introduction to State and Federal Courts" (Jan. 2007); Tennessee Bar Association, Litigation Section, "The Unwritten Rules: Inside Tips for Tennessee Trial Lawyers" (May 2006); Tennessee Bar Association, Young Lawyers' Division, "Introduction to Federal Courts" (Dec. 2005); Tennessee Historical Society, Battle of Nashville 140th Anniversary Symposium, "The Union Legal Response to Hood's Invasion of Tennessee" (Dec. 2004); National Business Institutes, "Toxic Torts in Tennessee" (Jan. 2004). Member, Board of Law Examiners, District 5, Investigating Committee, 2002-2008. Member: Nashville, Tennessee (Vice-Chair, Litigation Section, 2004-2005; Chair, Environmental Law Section, 1994-1995; Executive Committee, 1991-1996; Member, House of Delegates, 1987-1996 and Environmental, Litigation and Antitrust Law Sections) and American (Member, Sections on: Litigation; Environmental; Antitrust) Bar Associations. (Also at Johnson City Office). Practice Areas: Environmental Law; Litigation; Health Care Litigation; Government Investigations and Litigation; White Collar Crime.Email: Gary C. Shockley

Steven J. Eisen (Shareholder) admitted to bar, 1983, Tennessee. Education: Northwestern University (B.A., 1979); Owen Graduate School of Management, Vanderbilt University (M.B.A., 1983); Vanderbilt University (J.D., 1983). Recipient, European Institute Scholarship. Finalist, Concours International De Plaidoiries, La Defense Des Droits De L'Homme, Caen, France, March 1991(International Human Rights competition). Listed in: Chambers USA, America's Leading Business Lawyers, Banking and Finance and Banking and Finance (Regulatory), Tennessee; The Best Lawyers in America, Banking Law (since 2005); The Legal 500 United States, Volume I, Corporate and Finance in the area of Mergers and Acquisitions. Named: one of "Best Lawyers in Nashville" by Nashville Post Magazine, 2003. Listed as among top 100 attorneys in Tennessee by Mid-South Super Lawyers, 2006—. Named to Business Tennessee Magazine's "150 Best Lawyers," 2007 and 2008. Co-author: "Trademark and Marketing Issues for Financial Institutions," Consumer Finance Law Quarterly Report (Spring 2006). Author: Intellectual Property Desk Book, Co-author of "Chapter 1: IP Issues for Start-Up Companies," American Bar Association, Section of Business Law, Intellectual Property Committee, 2007; "Skyrocketing Bank Director Regulatory Expectations and Responsibilities," Community Banker, the monthly publication of America's Community Bankers, August 2007; "Bank Director Liability Issues," B.I.G. BOLI Conference, October 26, 2005, Nashville, TN; "Eight Points You Need to Know About Raising Capital and Securities Law Compliance," East Tennessee Business Journal (October 20, 2005); Column, "The Lex Ten," The City Paper, Nashville, TN; "Banking Acquisition and Procedures by Holding Companies," The Banking Law Journal, Nov.-Dec., 1984; "Know Copyright and Trademark Laws Before Ink Goes to Paper," Print South, October 1993 (the magazine of Printers Association of the South); "Trademark and Copyright Protection," The Tennessee Banker, May 1994 (the trade journal of Tennessee Bankers Association); "Surf's Up: A Bankers' Guide to Riding the Internet Wave," American Banker, Sept. 14, 1995; "A Guide for Bankers Surfing the Net," The Tennessee Banker, June 1996; "Letters of Intent—More Than Just Establishing Price," Tennessee CPA Journal, 1999; "Eight Points You Need to Know About Raising Capital and Securities Law Compliance," East Tennessee Business Journal, Oct. 2005. Co-Author: "The Community Reinvestment Act: The Regulators Give It A New Emphasis," The Banking Law Journal, July-Aug., 1990; Starting De Novo Banks, Alex Information, 1999; "Trademark and Marketing Issues for Financial Institutions," Consumer Finance Law Quarterly Report (Spring 2006). Speaker on Financial Institution Law, Securities Law, and Director Liability at seminars sponsored by: Tennessee Bankers Association, Tennessee Society of CPAs, Tennessee Bar Association and the Nashville Bar Association. Member: Nashville, Tennessee (Member, Commercial and Corporate Committee) and American (Member, Banking Law Subcommittee of Business Law Section and Intellectual Property Law Section) Bar Associations; Tennessee Bankers Association (Member: Lawyer's Committee; Government Relations Committee; Insurance Task Force). Practice Areas: Financial Institutions Law; Securities Law; Entertainment Law; Corporate Law; Technology Law; Copyright and Trademark; Investments; Mergers and Acquisitions; Business Law; Business Formation; Business Arbitration; Business Associations Law; Business Cooperatives; Business Crimes; Business Development; Business Dissolutions; Business Enterprises; Business Estate Planning; Business Fraud; Business Litigation; Business Mediation; Business Organization; Business Planning; Business Regulation; Business Reorganization; Business Start-Ups; Business Succession Planning; Business Successions; Business Syndication; Business Taxation; Business Torts; Business Transactions; Business Transfers; Business Trusts; Business Valuation; Buy-Sell Agreements; Buying and Selling of Businesses; Closely Held Business Estate Planning; Closely Held Business Law; Closely Held Business Taxation; Complex Business Litigation; Cooperative Taxation; Emerging Business Law; Emerging Growth Companies; Entrepreneurial Business Law; Family Business Law; Family Business Mediation; Family Business Successions; International Business Law; International Joint Ventures; Joint Ventures; Limited Liability Company Law; Minority Business Law; Pass-Through Entities; Private Business Law; Privatization; Professional Practices; Small Business Law; Sole Proprietorships; Strategic Alliances.Email: Steven J. Eisen

John S. Hicks (Shareholder) born Jackson, Tennessee, September 19, 1958; admitted to bar, 1983, Tennessee; 1984, U.S. District Court, Eastern District of Tennessee; 1985, U.S. Court of Appeals, Sixth Circuit; 1988, U.S. District Court, Middle District of Tennessee; 2004, U.S. District Court, Western District of Tennessee; 2008, U.S. Supreme Court. Education: University of Mississippi (B.P.A., 1980); Memphis State University (J.D., 1983). Phi Delta Phi. Member, Moot Court Board. Recipient, Baker Donelson's Nashville Office Pro Bono Award (2009). Board of Directors, Attorneys Liability Assurance Society (Bermuda) Ltd. ("ALAS") and its subsidiaries, since 2008. Listed in: Chambers as Leading General Commercial Litigation Lawyer in Tennessee; The Best Lawyers in America® in the areas of Commercial Litigation since 2005, Professional Malpractice Law since 2008, and Medical Malpractice Law since 2010; Mid-South Super Lawyers, Business Litigation (2006—). Member: Nashville, Tennessee and American Bar Associations; American Health Lawyers Association; American Bankruptcy Institute; Defense Research Institute; Tennessee Defense Lawyers Association. Fellow: Nashville Bar Association. Practice Areas: Health Law; Class Action Defense; Alternative Dispute Resolution; Civil Litigation; Bankruptcy; Products Liability.Email: John S. Hicks

David J. White (Shareholder) born Clarksville, Tennessee, March 1, 1958; admitted to bar, 1983, Tennessee and U.S. District Court, Middle District of Tennessee. Education: Vanderbilt University (B.A., summa cum laude, 1980; J.D., 1983). Phi Beta Kappa; Order of the Coif. Listed in The Best Lawyers in America, Banking Law, 2009. Recipient: The Myron Penn Laughlin Recent Development Award; Vanderbilt Law Review Candidates Award. Senior Managing Editor, Vanderbilt Law Review, 1982-1983. Author: "Municipalities and the Antitrust Laws: Home Rule Authority is Insufficient to Ensure State Action Immunity," 35 Vanderbilt Law Review 1041, 1982; "Rulemaking Under Section 14(e) of the Exchange Act: The SEC Exceeds Its Reach in Attempting to Pull the Plug on Multiple Proration Pools," 36 Vanderbilt Law Review 1313, 1983. Member: Nashville, Tennessee and American Bar Associations. Transactions: Represented publicly-traded real estate investment trust in $400 million divestiture program of properties throughout the United States; Structured and closed land sale and a number of different interrelated transactions for the development of a $150 million condominium and resort project involving the exchange of a number of tracts of property involving a local governmental entity and extensive infrastructure development; Represented subsidiary of publicly-traded company in $213 million sale/leaseback transaction involving approximately 65 restaurant locations located in 14 states; Prepared concession and lease documentation for international airport retail, food and beverage concessions, parking programs and other airport-related development projects; Special counsel to publicly-traded company in connection with $80 million sale-leaseback program involving properties throughout the southeastern United States; Structured and closed multi-million dollar sale-leaseback transactions for privately-held restaurant concepts with affiliates of retail property real estate investment trust; Counsel to privately-held company in $30 million sale-leaseback program with affiliates of retail property real estate investment trust involving properties in the southeastern United States; Counsel to debtor-in-possession in divestiture of approximately 85 properties in the southeastern and southwestern United States; Represented privately held company in $100 million sale-leaseback program of properties throughout the southeastern United States; Counsel to publicly-held company in divestiture of restaurant division (280 company owned and franchised restaurants in the United States and Canada); Represented publicly held company in $270 million reducing revolving credit facility involving several hundred locations throughout the eastern United States; Special counsel to issuer in connection with the issuance of $32 million airport passenger facility charge bonds; Counsel to issuer in the issuance of $201 million convertible subordinated debt obligations; Structured and closed combination construction and tax-increment development financing loan facilities. Practice Areas: Real Estate; Aviation and Aerospace; Corporate Law; Business Transactions.Email: David J. White

M. Kim Vance (Shareholder) admitted to bar, 1986, Tennessee; 1988, U.S. Court of Appeals, Sixth Circuit and U.S. District Court, Middle District of Tennessee; 1990, U.S. District Court, Western District of Tennessee; 1995, U.S. Supreme Court. Education: University of Central Arkansas (B.B.A, with highest honors, 1983); University of Arkansas at Little Rock Law School (J.D., with high honors, 1986). Chambers USA (2003); Mid-South Super Lawyers, Employment & Labor (2007—). Law Clerk, United States District Court Judge H. Franklin Waters, Fayetteville, Arkansas Nashville Area Chamber of Commerce HR Excellence Awards Chairperson (2005-2006); Examiner (2002-2003). Co-Author: Americans with Disabilities Act- A Management Guide. Listed in: Chambers USA, America's Leading Business Lawyers, Labor and Employment, Tennessee; Best Lawyers in America, Labor and Employment Law (2002-2003); "The Americans With Disabilities Act - A Management Guide." Presenter, Scarlett Leadership Institute Belmont University - "Employment Law For Leaders" 2005—. Speaker: "Employment Law In The Obama Era" and "FMLA Administration: Step Up To The Master Class," Nashville Chamber of Commerce HR Building Blocks 2009; "Managing An Aging Workforce," HR Star Conference, Atlanta Georgia (2009); "Understanding the New FMLA Regulations," Nashville Bar Association (2009); "Age Discrimination Update," Tennessee Human Rights Commission; "Employment Law Update 2009," Tennessee Medical Managers Association; "Client Service Standards," Nashville Bar Association (2008); "Managing An Aging Workforce," Middle Tennessee SHRM South; "Advanced Topics in FMLA," Lorman; "Updating Your Workforce: The Dark Side," Middle Tennessee SHRM; Belmont University for Professional Development - Mini MBA course in Human Resource Management; "Internal Investigations," Tennessee Human Rights Commission; "Employment Law Update 2006," Middle Tennessee SHRM South; "Effective Performance Evaluations," Association for Continuing Legal Education; "Managing Employment Liability," Lattimore, Black, Morgan & Cain, PC; "FMLA Update: A Completely Revised Program to Address Your Biggest FMLA Challenges While Staying in Compliance with the Latest Legal Developments," Counsel on Education Management. Member: Tennessee (Chair, 2005-2006 and Vice Chair, 2004-2005, Labor and Employment Section), Nashville and American Bar Associations. Practice Areas: Labor and Employment(100%).Email: M. Kim Vance

John F. Rogers, Jr. (Shareholder) born Louisville, Kentucky, May 2, 1964; admitted to bar, 1989, Kentucky; 1991, U.S. District Court, Western District of Kentucky and U.S. Court of Appeals, Sixth Circuit; 1995, U.S. District Court, Southern District of Indiana; 1998, Tennessee. Education: Vanderbilt University (B.A., 1986); University of Kentucky (J.D., 1989). Member: Louisville, Nashville, Kentucky, Tennessee and American Bar Associations. Practice Areas: Commercial Real Estate Acquisitions and Sales; Commercial Leasing; Commercial Lending; Closely Held Business Law; Corporate Law; Commercial Law; Commercial Contracts.Email: John F. Rogers, Jr.

John H. Rowland (Shareholder) born Bad Axe, Michigan, August 5, 1963; admitted to bar, 1989, Tennessee and U.S. District Court, Middle District of Tennessee. Education: Alma College (B.A., with honors, 1986); University of Kentucky (J.D., 1989). Omicron Delta Kappa; Phi Delta Phi. Listed in: The Best Lawyers in America, Bankruptcy and Creditor-Debtor Rights Law (since 2005); Mid-South Super Lawyers, 2008. Co-Author: "Prepetition Planning for Contract Sureties," The Construction Lawyer, Vol. 15, August 1995. Member: Nashville (Chair, Bankruptcy Court Committee, 2004), Tennessee (Member, Executive Committee, Commercial, Bankruptcy and Banking Law Section) and American Bar Associations. Practice Areas: Bankruptcy Law; Business Reorganizations; Creditor's Rights; Commercial Litigation; Construction Law.Email: John H. Rowland

Philip Stuart McSween (Health Law Practice Group Leader) born Newport, Tennessee, August 5, 1965; admitted to bar, 1990, Tennessee. Education: Rhodes College (B.A., magna cum laude with honors, 1987; Phi Beta Kappa); University of Virginia (J.D., 1990). Member, Editorial Board, Virginia Tax Review, 1988-1990. Member: American Health Lawyers Association. Practice Areas: Mergers and Acquisitions; Corporate Law; Tax Law; Health Care Law; Estate Planning; Probate; Investments; Business Law.Email: Philip Stuart McSween

Charles K. Grant (Shareholder) born Nashville, Tennessee, 1960; admitted to bar, 1991, West Virginia and U.S. District Court, Southern District of West Virginia; 1992, Virginia and U.S. District Court, Northern District of West Virginia; 1995, Tennessee and U.S. District Court, Middle District of Tennessee; 1997, U.S. District Court, Eastern District of Tennessee; 1998, U.S. Supreme Court; 1999, U.S. District Court, Western District of Tennessee; 2003, U.S. Court of Appeals, Sixth Circuit. Education: The Citadel (B.S., 1988); Defense Language Institute Foreign Language Center, Monterey, CA (Vietnamese, 1983); Washington & Lee University (J.D., 1991). Listed in: Mid-South Super Lawyers, Employment Litigation, Defense, 2006—; "The Best of the Bar," Nashville Business Journal, 2008. Member: Advisory Commission on the Rules of Practice and Procedure, Tennessee Supreme Court; Commission on Building Public Trust and Confidence in the Justice System, Tennessee Supreme Court. Co-Author of practice considerations in "Tennessee Civil Jury Instructions," published by LexisNexis (Pattern jury instructions drafted by the Committee on Pattern Jury Instructions (Civil) of the Tennessee Judicial Conference) (July 2007). Contributor: "The HR Survival Guide to Labor & Employment Law," The National Underwriter Company (Chapter 18, WARN Act) (2001). Author: "The Tennessee Citizenship Restoration Act: A Primer," Nashville Bar Journal (March 2005). Speaker: "Mastering Opening Statements and Closing Arguments," Tennessee Bar Association Convention CLE Seminar, June 2006; "The Unwritten Rules: Inside Tips for Tennessee Trial Lawyers," Tennessee Bar Association CLE Seminar, May 2006; "Opening Statements," Tennessee Bar Association Young Lawyers Division Trial Practice Seminar, March 2005; "The Trial of the Sexual Harassment Case," Nashville Bar Association's Trial Practice Institute, October 1998. Recipient: Tennessee Bar Association Harris Gilbert Pro Bono Award, 2009; Nashville Bar Association's Pro Bono Lawyer Volunteer of the Year Award, 2004; Tennessee Bar Association's President's Award, 2006; Baker Donelson Firm-wide Pro Bono Attorney of the Year, 2008. Member: National Employment Law Council. Director, Legal Aid Society of Middle Tennessee and the Cumberlands. Member: Harry Phillips American Inns of Court (Master, Program Committee). Chair: Nashville Business Incubation Center; Project Reflect, Inc. (operates Nashville's first charter school). Past Member: Tennessee Board of Accountancy. Lecturer: Nashville School of Law, Civil Procedure. Member: Firm's Diversity Committee; Recruiting Committee (Nashville Office). Member: Nashville (Former Chair, Judicial Incumbent and Candidate Evaluation Committee), Tennessee (Former Chair, Litigation Section; Former Chair, Diversity Summit Committee; Member, Labor and Employment Section) and American Bar Associations; Napier-Looby Bar Association (Former President). Fellow: Tennessee Bar Foundation; Nashville Bar Foundation. Practice Areas: Employment Litigation; Wage and Hour Collective Actions; Disability Discrimination; Family and Medical Leave Act; Class Actions; Age Discrimination.Email: Charles K. Grant

Kenneth A. Weber (Shareholder) born Pittsburgh, Pennsylvania, May 18, 1965; admitted to bar, 1992, Tennessee and U.S. District Court, Middle District of Tennessee; 1996, U.S. Court of Appeals, Sixth Circuit; 2003, U.S. District Court, Eastern District of Tennessee. Education: Middle Tennessee State University (B.S., 1988); University of Tennessee at Knoxville (J.D., 1992). Semi-Finalist, Prince National Evidence Moot Court Team. Co-Chairman, Moot Court Board. Recipient: Vinson and Elkins Achievement Award, Moot Court Brief Writing; American Jurisprudence Award, Moot Court Excellence. Speaker, "Pretrial Tools - Dispositive Motions, Affidavits, Motions in Limine and Stipulations," Nashville Bar Association CLE Seminar, 2003. Member: Nashville, Tennessee and American (Member, EEO Committee, Labor and Employment Law Section) Bar Associations; Defense Research Institute. Reported Cases: Sherk v. ADESA Atlanta, LLC, ___ F.Supp.2d ___, (N.D.Ga. 2006); Crum v. Tyson Fresh Meats, 390 F.Supp.2d 658 (M.D.Tenn. 2005); Overnite Transp. Co. v. Teamsters Local Union No. 480, 172 S.W.3d 507 (Tenn. 2005); Belcher v. Shoney's, Inc., 30 F.Supp.2d 1010 (M.D.Tenn. 1998); Hannah v. American Republic Ins. Co., 416 F.Supp.2d 605 (W.D.Tenn. 2006); Storms v. Aetna Life Ins. Co., 2005 WL 2175997 (6th Cir. 2005). Practice Areas: Labor and Employment Law; ERISA Litigation; Litigation; Class Action; Reductions in Force.Email: Kenneth A. Weber

Mark A. Baugh (Shareholder) born Kingston, Jamaica, September 29, 1967; admitted to bar, 1993, Tennessee; U.S. District Court, Middle District of Tennessee; U.S. Supreme Court; U.S. Court of Appeals, Sixth Circuit. Education: Tennessee State University (B.S.C., Political Science, 1989); Vanderbilt University School of Law (J.D., 1992). Assistant Examiner, Tennessee Board of Law Examiners. Chair, Baker Donelson Diversity Committee. Member: Nashville and American Bar Associations. [Tennessee National Guard, 1989-1992]. Practice Areas: Employment Litigation; Commercial Litigation; Insurance Coverage; Workers Compensation; Class Action.Email: Mark A. Baugh

Thomas Bartrum (Shareholder) admitted to bar, 1993, Kentucky; 2002,Tennessee. Education: Bellarmine College (B.A., cum laude, 1989); University of Kentucky (J.D., with distinction, 1993); Loyola University Chicago School of Law (LL.M., Health Law, 1997). Named: Outstanding Fraud and Abuse Lawyer, Nightingale's Healthcare News, 2007; Lawdragon 3000 Leading Lawyers in America. Listed in: Chambers USA: America's Leading Business Lawyers; The Best Lawyers In America, Health Care Law; Legal Media Group's Expert Guides. Author: "Maintaining Steady Aim at a Moving Target: An Overview of Recent Regulatory Changes Affecting Diagnostic Imaging," Radiology Business Journal, 48, Winter 2008; "Proposed 2009 MPFS: Once Again, Imaging Takes a Disproportionate Impact," imagingBiz.com, August 2008; "The New Breed of Hospital — Physician Collaborations: Is Government Backlash Around the Corner?" 2008 Health Law and Compliance Update, 2008; "Fraud & Abuse: Proposed Regulatory Changes Threaten Many Common Hospital Physician Collaboration Arrangements," Bloomberg Corporate Law Journal, November 2007; "Do Proposed MPFS Changes Portend the Demise of Block Leases," imagingBiz.com, September 2007. Speaker: "Avoiding an October Surprise: Strategies for Complying with the New Stark Law Rules," Georgia Hospital Association, June 2009; "2008 RAP Practice Group's Year in Review," AHLA Institute on Medicare and Medicaid Payment Issues, March 2009; "Understanding the Stark Law," ABA Health Law Section teleconference, February 2009; "Legal and Regulatory Issues Facing Outpatient Imaging Centers," Third Annual GE Healthcare Outpatient Imaging Center Conference, Washington, DC, July 2008; "Healthcare Transactions and Medicare's Change of Ownership (CHOW) Rules," Institute on Medicare and Medicaid Payment Issues, Baltimore, Maryland, April 2008; "Phase III Final Stark Regulations: An Overview of Key Changes," Trends in Healthcare Law, Birmingham, Alabama, August 2007; "Evaluating Legal and Ethical Growth Opportunities for Imaging Centers," Second Annual GE Healthcare Outpatient Imaging Center Conference, Arlington, Virginia, July 2007; "Outsourcing Hospital Departments: Strategies for Success," American Health Lawyers Association In-House Counsel Program, Chicago, Illinois, June 2007. Member: American Health Lawyers Association; Health Care Financial Management Association. Former Chairman, Health Law Section of the Louisville Bar Association. Preferred Counsel, GE Healthcare's Beyond Program for Outpatient Imaging Centers. Member: Member: Tennessee and Kentucky Bar Associations; American Bar Association (Member, Health Care Section; Former Vice-Chairman, Health Law Payment and Reimbursement Interest Group). Practice Areas: Health Care.

Lawrence S. Eastwood, Jr. (Shareholder) born Memphis, Tennessee, May 8, 1968; admitted to bar, 1993, Georgia and Tennessee. Education: Georgetown University (B.S., magna cum laude, 1990); Duke University (J.D., 1993). Phi Beta Kappa. United States Presidential Scholar. Named: "Best of the Bar" by Nashville Business Journal, 2005; United States Presidential Scholar by President Ronald Reagan, 1986. Notes Editor, Duke Journal of Comparative and International Law, 1992-1993. Author: "Union Avoidance Strategies in Light of the Proposed Employee Free Choice Act (EFCA)" (May 2009); "Integrating your HR Department and Unit Managers into your Ethics and Compliance Program: What Every Health Care Company Should Be Doing" (April 2009); "The Unique Challenge of Drafting and Enforcing Physician Noncompetes under Tennessee Law" (April 2009); "The Amendments to the Americans With Disabilities Act" (February 2009); "Mastering the New FMLA" (January 2009) "Fostering Respect in the Workplace: Anti-Harassment Strategies for Modern Employers" (December 2008); "Document Retention in an Electronic Age" (April 2008); "Dealing With Problem Employees" (October 2007); "New Developments Requiring Updates to Employee Handbooks and Policy Manuals" (September 2007); "The ADA, the FMLA, and Workers' Compensation: Cracking the Code" (October 2006); "Guide to Employee Privacy Rights in the Workplace" (October 2006); "Effective Employer Strategies for Managing the FMLA Medical Certification Process" (July 2006); "What to Do When an Employee Goes to Work for a Competitor" (December 2005); "Interviewing Dos and Don'ts" (September 2005); "The Art of Hiring and Termination: Avoiding Liability" (July 2005); "The Use of Statistical Evidence to Prove Discrimination" (May 2005); "Preventing Workplace Harassment: A Training Program for Managers and Employees" (December 2004); "The 'White Collar' Regulations under the Fair Labor Standards Act" (October 2004); "An Employer's Guide to Dealing with Drug Testing and Drug and Alcohol Abuse" (June 2004); "Conducting and Defending Lawful Workplace Investigations" (June 2004); "Dealing with Intermittent Leave and Other Key Issues under the FMLA" (June 2004); Note, "Secession: State Practice and International Law After the Dissolution of the Soviet Union and Yugoslavia," 3 Duke J. Comp. and Int'l L. L. (1993). Member, Federalist Society. Board of Directors: Visionary Wellness, 2007-2009; NashvilleREAD, 2002-2006; Rape and Sexual Abuse Center (RASAC), 2005-2006. Member: Nashville, Tennessee, Federal and American Bar Associations; State Bar of Georgia. Fellow: Nashville Bar Association. Practice Areas: Employment Law; Labor Law; ERISA Litigation; Litigation; Reductions in Force.Email: Lawrence S. Eastwood, Jr.

Darwin A. Hindman III (Shareholder) born Mexico, Missouri, December 1, 1965; admitted to bar, 1993, Tennessee; 1994, U.S. District Court, Middle District of Tennessee. Education: Vanderbilt University (B.A., 1988); Vanderbilt School of Law (J.D., 1993). Associate Editor, Vanderbilt Law Review. Author: 2008-2009 Supplement to Thomson/West treatise "Government Contracts Under the Federal Acquisition Regulation" 3rd Ed. (October, 2008); Co-Author: "Healthcare Information Exchanges: Surveys of Hospital Rates and Services," ABA, Antitrust Section Spring Meeting, D.C. (1999). Contributing author: "Government Contracts Settlements and Negotiations" from Inside the Minds business series (July, 2008) (Thomson/Aspatore). Speaker: "Cornerstones to Success in Government Contracting", The University of Tennessee Center for Industrial Services - Procurement Technical Assistance Centre, (August, 2008); "Contract Formation in State and Federal Government Procurement - Legal Requirements/Practical Considerations." The Clayton Center for Entrepreneurial Law (March, 2007). Practice Areas: Litigation; Products Liability; State Taxation; Local Taxation.Email: Darwin A. Hindman III

W. Edward Ramage (Shareholder) born Cleveland, Ohio, April 25, 1962; admitted to bar, 1993, Tennessee; U.S. Court of Appeals, Federal Circuit; U.S. Court of Appeals, Sixth Circuit; U.S. District Court, Middle and Eastern Districts of Tennessee; registered to practice before U.S. Patent and Trademark Office. Education: Harvard University (A.B., cum laude, 1984); Stanford University (M.Eng./Mgmt., 1987); Vanderbilt University (J.D., 1993). Order of the Coif. Memorialist, Jessup International Moot Court Team. Listed in Mid-South Super Lawyers, Business/Corporate. Senior Managing Editor, Vanderbilt Law Review (1991-1992). Editor-in-Chief, National Association of Environmental Law Societies (1991-1992). President, Environmental Law Society, 1992-1993. Author: "The Truth About Business Method Patents," Intellectual Asset Management 59 (March/April 2009); "The Doctrine of Patent Exhaustion Gets Fresh Legs," Patents in the USA 2008: A Guide for Japanese Executives 16 (2008); "The Pariah Patient: The Lack of Funding for Mental Health Care," 45 Vand. L. Rev. 951; "Caveat Lender: Life Without the EPA Lender Liability Rule," The Tennessee Banker 18 (June 1994). Co-Author: "The Increasing Criminalization of Environmental Violations," 6 The ACREL Papers 97 (1994). Lecturer in Law, Vanderbilt University School of Law (1996). Past Adjunct Professor: Vanderbilt University School of Law, Environmental Law. Member: Nashville, Tennessee and American Bar Associations; American Intellectual Property Lawyer's Association (Member, PCT Issues, Management of IP Assets, and Patent Law Committees); Intellectual Property Owners Association. Practice Areas: Corporate; Litigation; Real Estate; Computer; Intellectual Property.Email: W. Edward Ramage

Jonathan Cole (Shareholder) born Nashville, Tennessee, June 23, 1969; admitted to bar, 1994, Tennessee. Education: Georgetown University (A.B., 1991); University of Tennessee (J.D., 1994). Leadership Nashville, Class of 2010. Named to "Top 40 Under 40 Community and Charitable Leaders" by The Tennessean (January 2002). Dean's Citation, Extraordinary Contributions to the College of Law. Chairman, Moot Court Board, National Trial Team, 1992-1993; 1993-1994. Member: Nashville (Member, Board of Directors), Tennessee and American (Chair, Young Lawyers Division, 2003-2004) Bar Associations. Fellow: Nashville Bar Association. Practice Areas: Commercial Litigation; Environmental Litigation; Tort Litigation; Products Liability Litigation; Administrative Hearings and Appeals; OSHA; Government Investigations and Litigation; White Collar Crime.Email: Jonathan Cole

Carolyn W. Schott (Shareholder) born St. Louis, Missouri, October 15, 1967; admitted to bar, 1994, Michigan and U.S. District Court, Western District of Michigan; 1996, U.S. Tax Court; 2002, Tennessee; 2006, U.S. District Court, Middle District of Tennessee. Education: Hollins College (B.A., cum laude, 1989); University of Kansas (M.A., Philosophy, 1993; J.D., 1993); Grand Valley State University (M.S., Taxation, 2002). Leadership Kalamazoo, 1999-2000. Author: "Tax-Exempt! Not so Fast...A Primer for the Non-Tax Lawyer about Taxes on Nonprofits and Tax-exempt Organizations," Tennessee Bar Journal, February 2007. Co-Author: "Sink or Swim: New Law Lets Charities Back in the Game, but Complex Rules May Put Fundraising Efforts Off Course," Tennessee Bar Journal, July 2004. Speaker: "What? We Owe State Taxes? Application of Tennessee Tax Laws to Tax-exempt Entities," 5th Annual Friends Conference, Tennessee State Parks, Pickwick Landing State Park, Tennessee, October 2008; "Role of the Corporate Board Member," CABLE Women on Boards Initiative Seminar, Nashville, Tennessee, 2008. Co-Author and Speaker: "Current Trends and Hot Issues in Central Assessment: Treatment of Intangibles," Institute for Professionals in Taxation, 31st Annual Conference, Orlando, Florida, 2007; "Current Issues for Centrally Assessed Taxpayers," Institute for Professionals in Taxation, 28th Annual Conference, Vancouver, B.C., 2004. Board Member: Tennessee Volunteer Lawyers for the Arts, 2007-2009; Breakfast Club of Nashville, 2009. Coach and Volunteer, Girls on Track, Nashville, 2009. Member: Nashville, Tennessee and American (Vice-Chair, Tax Committee, Young Lawyers Division, 2003—) Bar Associations; State Bar of Michigan (9th Circuit Representative, Representative Assembly, 2000-2001); Nashville Estate Planning Council; Tennessee Lawyers Association for Women; Women Lawyers Association of Michigan (Director-at-Large, 1997-1999); The Annual Wichita Program, Appraisal for Ad Valorem Taxation for Communications, Energy and Transportation Properties (Program Committee Member, 2006-2009; Presenter, 2002, 2005, 2006). Practice Areas: Estate Planning; Tax Planning; Property Tax Litigation; State Tax; Local Tax; Probate.Email: Carolyn W. Schott

Brigid M. Carpenter (Shareholder) born Cumberland, Maryland, July 17, 1970; admitted to bar, 1996, Tennessee; 1998, U.S. District Court, Middle District of Tennesee; 2002, U.S. Court of Appeals, Sixth Circuit. Education: University of Tennessee (B.S., summa cum laude, 1992); University of Virginia (J.D., 1996). Listed, Mid-South Rising Stars, 2008. Member, Virginia Environmental Law Journal, 1994-1996. Speaker: "Best Practices in Product Liability," NBI Seminar, Nashville (November 2007); "Ethical Issues Facing In-House Counsel," CLE Program presented as part of Firm's Women's Initiative (November 2006); "Avoiding Unfair Competition from Former Employees," CLE Program (May 2006); Annual Litigation Update, Tennessee Bar Association Convention (June 2004). Author: "Comparing Fault in Enhanced Injury Cases: The Better Approach," International Association of Defense Counsel Products Liability Newsletter (January 2008). Member: Nashville, Tennessee and American Bar Associations; Defense Research Institute; International Association of Defense Counsel. Practice Areas: Commercial Litigation; Health Care Litigation; Tax Litigation; Tort Litigation; Products Liability Defense.Email: Brigid M. Carpenter

Christy Tosh Crider (Shareholder) born Jonesboro, Arkansas, May 12, 1972; admitted to bar, 1996, Arkansas and U.S. District Court, Eastern and Western Districts of Arkansas; 1997, Tennessee and U.S. District Court, Middle District of Tennessee. Education: Ouachita Baptist University (B.A., cum laude, 1993); University of Arkansas (J.D., with honors, 1996). Listed, Mid-South Rising Stars, 2008. Author and Seminar Speaker: "The Legalities of Charting - Charting Gone Bad," Tennessee Health Care Association, Annual Convention 2005; "Setting Realistic Expectations with Families on Admission to Long Term Care Facilities," Nashville, July 2005, Knoxville, October 2006; "Preventing A Big Jury Verdict" Tennessee Health Care Association Legislative Conference, March 2006; "So your nursing home got sued, now what?," Tennessee Health Care Association Annual Meeting, August 2007. Featured Speaker, Tennessee Health Care Association Medical-Legal Summit, July 2006. Author, "How Do Jurors in Nursing Home Cases Really Decide?", American Bar Association Journal, Spring 2005. Co-Author and Seminar Speaker: "Litigation Long-Term Care Cases in Tennessee," NBI Handbook; "Litigation 101," Tennessee Health Care Association Legislative Conference, 2003; "The Anatomy of a Lawsuit," Tennessee Health Care Association Annual Convention, 2004. NBI Seminar Featured Speaker 2002 - "Litigating Long Term Care Cases in Tennessee"; University of Arkansas Trial Advocacy Chair, 1995-1996; Vanderbilt National First Amendment Moot Court Competition (1996); Best Oralist; University of Arkansas Moot Court Competition, Best Oralist (1995); Recipient, University of Arkansas Outstanding Graduate in Appellate Advocacy Award; University of Arkansas, Board of Advocates. Speaker, Tennessee Health Care Association, Medical-Legal Summit (July 2006); LTC Litigation Conference (November 2006). Associate Member, Tennessee Health Care Association. Member: Nashville, Tennessee, Arkansas and American Bar Associations; American Health Lawyers Association (Member, Long Term Care Section). Practice Areas: Health Care Litigation; Long Term Care Litigation; Commercial Litigation; Tort Litigation; Products Liability.Email: Christy Tosh Crider

Jason I. Epstein (Shareholder) born Buffalo, New York; admitted to bar, 1996, Tennessee; 2009, New York. Education: University of Tennessee (B.A., with highest honors, 1992; J.D., 1996). Listed in: The Best Lawyers in America, Information Technology Law (since 2006) and Technology Law (since 2007); The Legal 500 United States, Volume I, Corporate and Finance in the area of Mergers and Acquisitions; The Legal 500 United States, Volume II, Intellectual Property, Media, Technology, and Telecoms in the area of Information Technology Law. Board Member, Nashville Technology Council, 2009—. Adjunct Professor, University of Tennessee College of Law, Technology Transaction Module, 2006. Co-Chair, Model Web Site Project, American Bar Association, 2002—. Chairman, Business and Technology Law Seminars, Tennessee Bar Association, 1998—. Publications: "It's Time to Dust Off That Old Technology Employee Policy," BNA's Corporate Counsel Weekly, Vol. 19, No. 40, pg. 320 (October 20, 2004); "Domain Names: Battling the Cybersquatters," The Young Lawyer American Bar Association (January 2004). Co-Author: "Internet Forms and Commentary: A Practitioner's Guide to E-Commerce Contracts and the World Wide Web," American Bar Association (2002); Author of monthly column on technology law in "Verge," a technology publication (2002); Author and Lecturer: "Ten Legal Issues to Consider When Selling Online," Cisco World (April 2001); "Canadian Personal Information Act Goes in Effect," 2001 ABA Report of Internet Industry Committee; Personal Jurisdiction and The Internet: Could You Be Haled Into Court in Kansas For Having a Web Site in Tennessee?," Memphis Lawyer (May 2000). Program Chair of the Tennessee Bar Association CLE seminar "eBusiness and Technology Law" (1999—); "Terms and Conditions of Use: How to Protect Your Clients Site as a Matter of Contract," e-commerce Law & Strategist (November 1999); "Law And The Internet: Opportunity Knocks," Tennessee Bar Journal (October 1999); "Doing Business On The Internet: If Not Now, When?" East Tennessee Business Journal (July 1999). Student Materials Editor, Tennessee Law Review. Recipient, Chancellor Citation for Academic Achievement. Phi Beta Kappa. Eagle Scout. Member: Nashville, Knoxville, Tennessee and American (Member: Cyberspace Law Committee (Co-Chair, Electronic Contracting Sub-Committee) and International Business Law Committee, Business Law Section; Public Utility Section; Communications and Transportation Law Section (Internet Industry); Science and Technology Section) Bar Associations; American Health Lawyers Association. Transactions: Represented sale of software company in the retirement industry to industry leader; Represented financial software company in licensing and services transaction with Fortune 100 financial company; Represented international hotel chain for purchase of security hardware and software and restaurant ordering systems; Represented regional hospital in outsourcing of entire IT department; Counsel to largest Internet hardware and services provider in selling VoIP and related hardware, software and services to Fortune 50 company and in selling Internet hardware, routers and switchers to various Fortune 200 companies; Regularly work with corporate clients to develop template documents for vendors and purchasers, such as Master Agreements, Services Agreements, Equipment Agreements, License Agreements, Software Development Agreements, Maintenance Agreements and Outsourcing Agreements; Developed strategy and drafted electronic contracts for ISP company to govern all online services; Represented pathology laboratory in second round equity financing; Represented various companies in "John Doe" litigation for statements on Web sites. Practice Areas: Technology and Science; Computer Law; Capital Formation; Commercial Litigation; Business Law; Internet Law; Business and Transactions; Mergers and Acquisitions; Alternative Dispute Resolution; Health Information Technology.Email: Jason I. Epstein

Tonya Mitchem Grindon (Shareholder) born Albertville, Alabama, August 20, 1970; admitted to bar, 1997, Maryland; 1999, Tennessee; 2001, District of Columbia. Education: Vanderbilt University (B.A., cum laude, 1992); George Washington University (M.A., International Affairs, 1997; J.D., with honors, 1997). Recipient: Nashville Chamber of Commerce Emerging Leader Award, Legal Services (2009); Baker Donelson Nashville Pro Bono Attorney of the Year (2008); Baltimore Bar Association Pro Bono Attorney Award (1998). Listed in: The Best Lawyers in America, Corporate Law and Mergers and Acquisitions Law; Mid-South Rising Stars (2008). Member, Board of Directors, Nashville Pro Bono Program (2004—). Named: Nashville Emerging Leader Awards Finalist for Law (2007 and 2008); One of the Nashville Business Journal's Forty Under 40 (2009). Awarded by the Nashville Area Chamber of Commerce to professionals under 40 years of age who have excelled at their profession while making a difference in the Nashville community (2007). Author: "A Primer on Mergers & Acquisitions," Tennessee Bar Association CLE, April 25 (2008); "Third Party Closing Opinions - Words Can Hurt You," General Counsel Institute (April 8, 2008); "When a Million Dollars Just Isn't Enough," Financier Worldwide (December 17, 2007); "SEC Eyes Private Fund Investing Rules That Will Rule Out Some Millionaires," Nashville Business Journal (November 16, 2007); "Legal Opinions in Business Transactions," Tennessee Bar Association CLE (May 10, 2006); "Fundamentals of Being a Good Lawyer," Nashville Bar Association CLE (November 15, 2005); "Ethical Considerations in Representing Corporations and Other Business Entities," Tennessee Bar Association CLE (March 29, 2005). Member: Tennessee Bar Association Leadership Law Program (2005); Board of Directors and Executive Committee (2001—) and Immediate Past President, Nashville Humane Association. Member: Nashville (Current Secretary of Board, Past President, Former Secretary and Board Member, Young Lawyers Division), Tennessee, Maryland and American Bar Associations; The District of Columbia Bar. Languages: Spanish. Practice Areas: Mergers and Acquisitions; Securities; Corporate Law; International Business; Investments; Private Funds.Email: Tonya Mitchem Grindon

Tara Ertischek (Shareholder) admitted to bar, 1999, Tennessee. Education: University of Georgia (B.A., 1996); Duke University School of Law (J.D., 1999). Finance Committee Member, Fannie Battle Day Home for Children. Member: Tennessee and American Bar Associations. Languages: French. Practice Areas: Mergers and Acquisitions; Securities.Email: Tara Ertischek

Mark Lance Miller (Shareholder) born Edison, New Jersey, January 5, 1974; admitted to bar, 1999, Tennessee. Education: Vanderbilt University (B.A., 1996; J.D., 1999). Phi Delta Phi. Recipient, Stanley D. Rose Memorial Book Award, Vanderbilt University School of Law. Vice Chair, Nashville Bar Association Corporate and Commercial Practice Committee. Speaker: "Financial Services Reform," The University of Memphis Law Review Spring Symposium (February 2009). Presenter: "The New Lawyer Experience: Bridging the Gap Between Preparation and Practice," Continuing Legal Education at Tennessee Bar Association, TennBarU - CLE for Tennessee; "Basics of Business Law" (February, 2008); "Setting up a Corporation," TennBarU "Transactional Law Practice" CLE (December, 2006); "Business Organization Issues," TennBarU "General Practice Summit" CLE (August, 2006). Author: "Electronic Storage of Bank Records," Counsel to Counsel Magazine (October, 2007). Member: Nashville, Tennessee and American (Member, Section on Business Law) Bar Associations. Practice Areas: Corporate; Banks and Banking; Mergers and Acquisitions; Securities; Broker-Dealer Regulation; Business Law; Commercial Lending; Finance; Investments.Email: Mark Lance Miller

Samuel T. Bowman (Shareholder) born Bristol, Tennessee, December 21, 1968; admitted to bar, 2000, Tennessee. Education: Belmont University (B.S., cum laude, 1991); University of Memphis School of Law (J.D., magna cum laude, 2000). Phi Delta Phi. Recipient: William M. Leech Scholarship; American Jurisprudence Award. Listed, Mid-South Rising Stars, 2008. Practice Areas: Litigation; White Collar Crime; Environmental; Construction Law.Email: Samuel T. Bowman

Betty Anderson (Shareholder) born Fayetteville, Tennessee, September 1, 1949; admitted to bar, 2002, Tennessee. Education: Middle Tennessee State University (B.S., 1971); Nashville School of Law (J.D., 2001). Listed in The Best Lawyers in America, Government Relations Law (since 2008). Nominee, Athena Award, Nashville Women's Political Caucus. Named in Nashville Business Journal, Women of Influence, Public Policy, 2008. Member: Tennessee Commission on Children and Youth; Tennessee Lobbyists' Association. Board Member: Center for Living and Learning; Habitat for Humanity. Advisory Board Member, Monroe Harding Children's Home. Former Managing Editor, Former Tennessee Teacher, Former Director of Legislation and Former Assistant Executive Secretary, Tennessee Education Association. Member: Nashville, Tennessee and American Bar Associations. Practice Areas: Public Policy.Email: Betty Anderson

John B. Burns (Shareholder) born Brookhaven, Mississippi, July 23, 1965; admitted to bar, 1990, Tennessee; U.S. District Court, Middle and Western Districts of Tennessee; U.S. Court of Appeals, Sixth Circuit; U.S. Tax Court. Education: University of Mississippi (B.A., with honors, 1986; J.D., with honors, 1990); University of Florida (LL.M., 2001). Staff Attorney, Tennessee Court of Appeals, 1993-2000. Member, Editorial Board, "State and Local Tax Lawyer," American Bar Association. Graduate Editor, Florida Tax Review, 2000-2001. Presenter, Chattanooga Tax Practitioners State Tax Update, 2004-2008. Author: "Hidden Tennessee Income Tax Can be Trap for Unwary," Tennessee Chamber of Commerce & Industry Business Insider, March/April 2009. Presenter: "Special Needs Trusts," Tennessee Council on Developmental Disabilities, Nashville, Tennessee, August 28, 2009; "Impact of Federal Stimulus Legislation on the States," Southeastern Association of Tax Administrators, Biloxi, Mississippi, June 29, 2009; "Tennessee Tax Issues," Montgomery County Bar Association, Clarksville, Tennessee, December 11, 2008; State and Local Tax Roadshow, Baker Donelson Seminar, Jackson, Mississippi, November 10, 2008 and Birmingham, Alabama, November 11, 2008; "Advanced Sales and Use Tax in Tennessee," Lorman Education Services, Chattanooga, Tennessee, September 17, 2008; "Regional Tax Update," Council on State Taxation, Memphis, Tennessee, June 17, 2008; "Essential Skills for Drafting LLC Agreements," National Business Institute, Memphis, Tennessee, September 25, 2007; "Legislative Update for Tennessee and Surrounding States," Tennessee Society of Certified Public Accountants, Franklin, Tennessee, November 2006; "Is an LLC Right for You," National Business Institute, Memphis, Tennessee, September 21, 2006; "Tax Considerations of Judgments and Settlements," Baker Donelson Seminar, Memphis, Tennessee, August 2, 2006; "Legislative Update for Tennessee and Surrounding States," Tennessee Society of Certified Public Accountants, Franklin, Tennessee, November 2005; "Recent Developments in Tennessee Taxation," Memphis Bar Association, Memphis, Tennessee, October 13, 2005; "Who's Your Client (and Other Ethical Dilemmas)," Tennessee Bar Association, Memphis, Tennessee, March 29, 2005; "Tax Issues in Estate Planning and Probate in Tennessee," National Business Institute, Memphis, Tennessee, May 20, 2004; Taxes Facing an Estate, 2004; "Split Dollar Life Insurance Regulations," Memphis Estate Planning Council, Memphis, Tennessee, October 28, 2003. Member: Memphis, Tennessee (Member, Leadership Law Class 2008) and American Bar Associations (Member, State and Local Tax Executive Committees). Practice Areas: Tax; Corporate; Estates and Trusts.Email: John B. Burns

L. Mabel Arroyo-Tirado (Shareholder) admitted to bar, 1991, Puerto Rico; 1997, Tennessee; U.S. Court of Appeals, First Circuit. Education: University of Puerto Rico (B.A., cum laude, 1987); Inter-American University Law School (J.D., 1990). Listed in Nashville Business Journal's Best of the Bar (2004, 2005 and 2006). Listed in Best Lawyers in America, Immigration Law. Member, Board of Directors, Tennessee Hispanic Chamber of Commerce. Speaker: "Employment Based Immigration," Music City Employment Institute Seminar, Lorman Education Services (June 2006); "Immigration for Employers," Nashville Chamber of Commerce, (May 2004). Author: "Where Will We Go With Immigration Law," Nashville Bar Journal (May 2009); "Prospects for Federal Immigration Law Reform," Nashville Bar Journal (July 2004). Member: Nashville and Puerto Rico Bar Associations; American Association of Immigration Attorneys. Practice Areas: Business Immigration; Immigration Law; Labor and Employment.

ASSOCIATES

Barbara A. Rose (Associate) born Nashville, Tennessee, September 19, 1956; admitted to bar, 1986, Tennessee; 1988, U.S. District Court, Middle District of Tennessee; 1989, U.S. Court of Appeals, Sixth Circuit. Education: Brown University (A.B., 1978); Vanderbilt University (M.A.T., 1980; J.D., 1986). Member, 1984-1986 and Research Editor, 1985-1986, Vanderbilt Law Review. Instructor in Law, Vanderbilt University Law School, 1995—. Languages: Spanish and French. Practice Areas: Bankruptcy; Creditors Rights; Litigation.Email: Barbara A. Rose

Corey J. Stringer (Associate) admitted to bar, 2001, Tennessee; 2002, California. Education: Michigan State University (B.A., 1998); Vanderbilt University (J.D., 2001). Co-Chair, Baker, Donelson, Bearman, Caldwell, & Berkowitz, PC's Federal Stimulus Task Force. Member, Tennessee Association of Construction Counsel, Inc., Nashville, Tennessee. Presenter: "Starting a Nonprofit Arts Organization: Incorporation and the Tax Exempt Application Process," Tennessee Volunteer Lawyers for the Arts (April 2009); "The Law of Real Estate Titles," National Business Institute nationwide teleconference (January, 2009); "Real Estate Transactions Made Painless and Efficient," National Business Institute, Nashville, TN (January, 2009); "Title Law in Tennessee," National Business Institute, Nashville, TN (October, 2008). Moderator, "American Recovery and Reinvestment Act of 2009," Baker, Donelson, Bearman, Caldwell & Berkowitz, PC Breakfast Symposium, Nashville, TN (March, 2009). Member: Nashville Bar Association. Practice Areas: Contracts; Construction Law; Corporate Law; Commercial Law; Real Estate.

Courtney H. Gilmer (Associate) born Cape Girardeau, Missouri; admitted to bar, 2002, Tennessee. Education: University of Missouri-Columbia (B.A., 1999); Vanderbilt University Law School (J.D., 2002). Phi Delta Phi. Member and Managing Justice, Moot Court Board. Member, Vanderbilt Jessup International Moot Court Team. Recipient: Cortner Award, Best Oralist Team; Vanderbilt Intramural Moot Court Competition, 2000. Member: Nashville and Tennessee Bar Associations; American Bankruptcy Institute. Transactions: Representation of nearly 60 commercial landlords in bankruptcy of national jewelry and home goods retailer; subsequent representation of more than 50 defendants in avoidance and claim litigation; representation of approximately 30 preference defendants in bankruptcy of national lawn and garden equipment manufacturer; representation of secured lenders in workouts and out-of-court restructurings; regular representation of creditors in avoidance and claim litigation in various jurisdictions; regular representation of secured lenders and commercial landlords in contested matters, including stay relief and related proceedings; representation of operating trustees in Chapter 11 proceedings; representation of national life and disability insurance company in all Tennessee claims litigation. Practice Areas: Bankruptcy; Creditors Rights; Commercial Litigation.Email: Courtney H. Gilmer

Yanika C. Smith-Bartley (Associate) born Cleveland, Ohio, December 5, 1975; admitted to bar, 2002, Tennessee; 2003, U.S. District Court, Middle District of Tennessee; 2007, U.S. District Court, Western District of Tennessee and U.S. Court of Appeals, Sixth Circuit. Education: Fisk University (B.A., Psychology, summa cum laude, 1998); Vanderbilt University Law School (J.D., 2002). Phi Delta Phi; Phi Beta Kappa; Alpha Kappa Alpha Sorority, Inc. (Member, Past Parliamentarian and Executive Committee); Mortar Board; Harry Phillips American Inn of Court. Participant, Tennessee Bar Association Leadership Law, 2008. Law Clerk, Tennessee Attorney General, 2000. Baker Donelson: Vice-Chair, Diversity Committee; Member, Women's Initiative Committee; Inclusion Trainer. Member, National Employment Law Council. Assistant Editor, Beiber's Dictionary of Legal Citations, 6th Edition, 2000-2001. Certified in Elementary Education, Grades 1-8. Member, Baker Donelson Recruiting Committee. Author: "Beyond the Numbers: Shifting the Focus from Quantitative Diversity to Qualitative Diversity," Baker Donelson's Diversity Matters: Valuing Race and Gender Newsletter (Fall 2009). Co-Author: "Tennessee Labor and Employment Law," The Global Employer Handbook, Employment Law Alliance. Speaker: "The ADA: More Complicated than Meets the Eye," Ultimate Software HR Workshop, March 2009; "The Latest Word on the Americans with Disabilities Act," Lorman Education Services, March 2006; "Wage & Hour Law: Now More Important Than Ever," Lorman Education Services, March 2005; "FLSA Overtime Regulations: Now Who Qualifies as Exempt or Non-Exempt?" Council on Education in Management, December 2005. Member: American Bar Association; Napier Looby Bar Association; Defense Research Institute (DRI); Lawyers' Association for Women. Languages: Spanish. Practice Areas: Litigation; Labor and Employment.Email: Yanika C. Smith-Bartley

Jillian M. Suwanski (Associate) born Owensboro, Kentucky, September 7, 1977; admitted to bar, 2002, Ohio; 2003, U.S. District Court, Southern District of Ohio; 2008, Tennessee. Education: Kentucky Wesleyan College (B.A., summa cum laude, 1999); University of Kentucky (J.D., 2002). Presenter, "IP Developments on Facebook and Twitter: Vanity URLs and the LaRussa Case," Nashville Bar Association meeting, July 2009. Co-Author: "Disclosure Law Violations: Understanding the Penalties," Franchising World, August 2008. Author: "Bankruptcy Reform and its Effect on Your Business," Cincinnati Business Women Magazine. Member: University of Kentucky College of Law Alumni Board; Kentucky Wesleyan College Alumni Board; Young Jacksonian Society at the Hermitage Committee. Member: American (Member, Forum on Franchising), Tennessee and Nashville (Member, IP Committee) Bar Associations. Practice Areas: Franchises and Franchising; Corporate Law; Trademarks; Real Estate.Email: Jillian M. Suwanski

Marnee L. Baker (Associate) admitted to bar, 2003, Tennessee; U.S. District Court, Middle and Western Districts of Tennessee; U.S. Court of Appeals, Sixth Circuit. Education: Smith College (B.A., 1997); Washington University (J.D., 2002). Author: "Mean Streets to Clean Streets: Helping Solve Homelessness in Downtown Nashville, One Lawyer at a Time," Nashville Bar Journal Vol. 9, No. 1 (February 2009); "It's 2 a.m., Do you Know Where Your Tractor Is?" Baker Donelson Transportation News (November 28, 2007); Tenn. Op. Atty. Gen. No. 04-141, WL 2326698, Tenn.A.G. (2004). Presenter, "Jones v. C. H. Robinson Worldwide, Inc.," United States District Court for the Western District of Virginia, at Baker Donelson Transportation Practice Group video conference (June 24, 2008). Panelist, "Hot Topics, Air, Sea, Motor and Rail Transportation," Transportation Law Institute Annual Meeting (November 14, 2008). Pro Bono Committee Coordinator, Baker Donelson Nashville Office. Summer Associate Mentor, Baker Donelson Nashville Office. Judge, Vanderbilt University School of Law Moot Court Competition. Member: Nashville (Chair, Historical Committee, 2008; Member: Memberships and Sponsorships Committee; Historical Task Force Committee; Young Lawyers Section) and Tennessee Bar Associations. Practice Areas: Civil Litigation.

Emily H. Plotkin (Associate) born December 25, 1976; admitted to bar, 2003, Tennessee; 2004, U.S. Court of Appeals, Sixth Circuit and U.S. District Court, Middle District of Tennessee; 2007, U.S. District Court, Western District of Tennessee. Education: Emory University (B.A., magna cum laude, 1998); Columbia University (J.D., 2003). Associate Member, Harry Phillips American Inn of Court, 2006-2008. Harlan Fiske Stone Scholar. Associate Articles Editor, Columbia Journal of Law and the Arts. Author: "The Family and Medical Leave Act for the Healthcare Employer," October 2007 and August 2008; "Updates in Employment Law," Tennessee Valley Public Power Association, October 2006; "FMLA Mock Trial," Lorman Education Services, Fall 2006; "Preventing FMLA Intermittent Leave Abuse," Council on Education in Management, July 2006; "An Overview of the Family and Medical Leave Act," Lorman Education Services, March 2006; "Workplace Privacy," Council on Education in Management, December 2005; "Arts Education: A Fundamental Element of Public School Education," 26 Colum-VLA J.L. & Arts 75 (2002); "Books Not Bars," High School Lesson Plan, created in conjunction with WITNESS and Columbia Human Rights Institute. Legal Aide to the New York State Attorney General. Executive Board Member and Chairman, Human Resources Committee, Fifty Forward, Inc. Advisory Board Member, Saddle Up Therapeutic Riding Program. Member: Nashville (Board Member, Young Lawyers' Division; Co-Chair, Quality of Life Committee), Tennessee (Board Member: Young Lawyers' Division; CLE Committee Nashville City Captain) and American Bar Associations. Practice Areas: Labor and Employment; Litigation; Trademark; Intellectual Property.Email: Emily H. Plotkin

Ben H. Bodzy (Associate) born Nashville, Tennessee; admitted to bar, 2004, Tennessee; 2005, U.S. District Court, Middle District of Tennessee. Education: University of Virginia (B.A., 2000); Southern Methodist University (J.D., 2004). Member: Nashville and American Bar Associations. Practice Areas: Employment Litigation; Labor Law.Email: Ben H. Bodzy

Whitney Schram Fuller (Associate) born Chattanooga, Tennessee, May 3, 1979; admitted to bar, 2004, Tennessee. Education: University of Mississippi, McDonnell-Barksdale Honors College (B.A., cum laude, 2001); University of Mississippi (J.D., 2004). Practice Areas: Commercial Real Estate; Business Law.

Sharon K. Kolb (Associate) born November 7, 1962; admitted to bar, 2004, Tennessee. Education: Arkansas State University (B.S., 1985); University of Arkansas at Little Rock (M.A., 1995); University of Memphis (J.D., cum laude, 2004). Panelist, "Update on Regulatory and Legal Issues," at Securities Operations Forum's Conference "Operational Risk, Compliance and Governance in the Securities Industry," New York, New York, November 2008. Practice Areas: Corporate; Securities.Email: Sharon K. Kolb

Sonya R. Smith (Associate) born Murfreesboro, Tennessee; admitted to bar, 2004, Tennessee. Education: Cumberland University (B.A., B.S., summa cum laude, 2000); Emory University (J.D., 2004). Practice Areas: Litigation.Email: Sonya R. Smith

Geoffrey Vickers (Associate) born 1978; admitted to bar, 2004, Tennessee. Education: Harding University (B.B.A., magna cum laude, 2000); University of Mississippi (J.D., 2004). Speaker: "Technology Law for Tennessee's E-Attorneys: From E-Contracting to E-Commerce," Continuing Legal Education Seminar sponsored by M. Lee Smith Publishers, October 2008. Co-Chair and Speaker: "The Law of Technology - What You Need to Know," the 10th Annual Technology Law Continuing Legal Education Seminar sponsored by the Tennessee Bar Association, September 2008. Member: Nashville, Tennessee, and American (Cyberspace Law Committee, Software Development & Licensing Committee, Information Security Committee, Open Source Software Committee) Bar Associations. Practice Areas: Technology Law; Corporate Law; Mergers and Acquisitions.Email: Geoffrey Vickers

Kelly Worman (Associate) admitted to bar, 2004, Alabama; 2008, Tennessee. Education: University of Michigan (B.A., with distinction, 2001); Vanderbilt University Law School (J.D., 2004). Senior Managing Editor, Vanderbilt Journal of Entertainment & Technology Law, 2003-2004. Speaker: "Legal Aspects of Condominium Development," NBI Seminar, 2009; "Real Estate Purchase and Sale Transaction: How to do Them Right," Sterling Seminar, 2008; "Government Incentives for Private Development," Lorman Seminar, 2006. Member, International Council of Shopping Centers. Member: Nashville, Tennessee and American Bar Associations; Alabama State Bar. Practice Areas: Real Estate; Financial Services and Transactions.Email: Kelly Worman

L. Nicole James (Associate) admitted to bar, 2005, Tennessee. Education: University of Arkansas (B.S., 2002); University of Arkansas School of Law (J.D., cum laude, 2005). Presenter: "Starting a Nonprofit Arts Organization: Incorporation and the Tax Exempt Application Process," Tennessee Volunteer Lawyers for the Arts (April 2009); "Ethical Risks of Online Communications - Blogging and Blogging Bans," Baker Donelson Women's Initiative CLE (November 2008); "Software Sharing Through New Licensing Model," American Bar Association, The Young Lawyers Division (April 2008); "eBay: State Regulations with Respect to Internet Auctions," Center for International Legal Studies Internet Governance Seminar (October 2007); "Keyword Advertising and Trademark Infringement," Tennessee Bar Association's Technology Law Seminar (October 2006). Co-Author, with Kelly Frey Sr. & Kelly Frey II: "Don't Call, e-Mail, Fax: The Consumer Advertising Labyrinth," Tennessee Bar Journal (April 2007); "eBay, eCommerce, eLaws," Tennessee Bar Journal (August 2006). Member: Nashville, Tennessee and American (Member, Business Law Section) Bar Associations. Transactions: Representative Transactions: Due diligence, negotiation and drafting of agreements related to divestiture of a Fortune 100 subsidiary; Analysis and support in conjunction with stock option program of financial institution; Drafting of securities disclosures. Practice Areas: Corporate; Mergers and Acquisitions.Email: L. Nicole James

Carrie W. McCutcheon (Associate) born Nashville, Tennessee; admitted to bar, 2005, Tennessee; 2007, U.S. District Court, Middle District of Tennessee; 2008, U.S. Court of Appeals, Sixth Circuit. Education: Kenyon College (B.A., 1998); Vanderbilt University (J.D., 2005). Chief Justice, Moot Court Board. Member: Nashville, Tennessee and American Bar Associations. Practice Areas: Medical Malpractice; Hospital Negligence.

Hans P. Schmidt (Associate) born Nashville, Tennessee, 1971; admitted to bar, 2005, Alabama; U.S. District Court, Northern, Middle and Southern Districts of Alabama. Education: Eckerd College (B.A., 1993); Cumberland School of Law of Samford University (J.D., cum laude, 2005). Phi Kappa Phi. Associate Editor, Cumberland School of Law, 2004-2005. President, Student Bar Association, Cumberland School of Law, 2004-2005. Recipient: Baker Donelson Birmingham Pro Bono Attorney of the Year (2008). Author: "Selected Electronic Discovery Cases from 2008," ABA Section of Labor and Employment Law, Employment Rights and Responsibilities Committee Midwinter Meeting, March 2009. Faculty Member: "Electronic Discovery," Lorman Education Services seminar, Birmingham, AL (Jan. 21, 2009); "National Origin and Religious Discrimination," Lorman Education Services seminar, Birmingham, AL (October 24, 2007); "The Enforcement of Anti-Discrimination Laws in the Wake of War on Terror: Dealing with the EEOC's Focus on National Origin and Religious Discrimination" and "Immigration Law Update," Lorman Education Services seminar, Birmingham, Alabama (July 19, 2006). Speaker, "Multiple Representation Issues in Labor and Employment Law," University of Louisville, Brandeis School of Law, 26th Annual Carl A. Warns, Jr. Labor and Employment Law Institute, Louisville, Kentucky (June 19, 2009). Member: Birmingham and American (Member: Section of Labor and Employment Law; Employment Rights and Responsibilities Committee) Bar Associations; Alabama State Bar. Practice Areas: Litigation; Labor and Employment; Employment Litigation.

Hannah Metzger (Associate) born Kalamazoo, Michigan; admitted to bar, 2005, Tennessee. Education: University of Tennessee at Knoxville (B.A., summa cum laude, 2002; J.D., magna cum laude, 2005). Senior Commentary Editor, Transactions, Tennessee Journal of Business Law, 2004-2005. Member, Student Bar Association. Coordinator, University of Tennessee Pro Bono Health Care Advocacy Project, 2002-2003. Member: Nashville and Tennessee Bar Associations. Practice Areas: Health Care.Email: Hannah Metzger

Rachel Shoaf (Associate) admitted to bar, 2006, Tennessee. Education: Mary Baldwin College (B.A., 2001); College of William & Mary (J.D., 2006).

John E. Exner, IV (Associate) born November 9, 1981; admitted to bar, 2007, Tennessee. Education: Trinity University (B.S., 2003); St. Mary's School of Law (J.D., 2007). Phi Delta Phi. Associate Editor, St. Mary's Law Journal, 2006-2007. Author: "Homeland Security's New I-9 Audio Initiative: Are you Next?" 9 No. 7 Nashville Bar Journal 6 (August 2009); "USCIS Clarifies Licensing and Degree Requirements for H-IB Health Care Workers," Immigration Law Alert (May 29, 2009); "New Rules Substantially Change H-2A and H-2B Eligibility and Process for Temporary Workers in Short Supply," (December 22, 2008); "Employment Updates: H-1B and PERM Disqualifications," 85 No. 45 Interpreter Releases 3061, November 17, 2008; "Drivers License Scrambles," Immigration Law Alert, March 27, 2008. Member: Nashville and American Bar Associations; American Immigration Lawyers Association (AILA). Practice Areas: Business Immigration; Employment Visas; Employment Immigration; Immigration Law; Permanent Visas.Email: John E. Exner, IV

Lori Metrock (Associate) born 1980; admitted to bar, 2007, Tennessee. Education: Vanderbilt University Law School. Author: Technology related article, Nashville Bar Journal, June 2008. Practice Areas: Business Law; Securities.Email: Lori Metrock

Kenneth Scott Newman (Associate) born 1978; admitted to bar, 2007, Tennessee. Education: University of Evansville (B.S. in Business Administration, 2000); University of Dayton School of Law (J.D., 2007). University of Dayton Law Review Staff Writer (2005-2006) and Executive Comments Editor (2006-2007). Recipient, CALI Award for Excellence - Electronic Commerce (Fall 2005). Member: Environmental Law Society; Sports and Entertainment Law Society. Member: Nashville, Tennessee and American Bar Associations. Practice Areas: Health Law.Email: Kenneth Scott Newman

Laura M. Williams (Associate) born 1981; admitted to bar, 2007, Tennessee. Education: University of Tennessee School of Law (J.D., 2007). Practice Areas: Litigation.Email: Laura M. Williams

Shameak Belvitt (Associate) admitted to bar, 2008, Tennessee. Education: Fisk University (B.A., summa cum laude, 2005); University of Tennessee at Knoxville College of Law (J.D., 2008). Member, Tennessee Law Review, 2006-2007. Author, "A Picture is Worth a Thousand Words (and an email is worth $2,569,851.77), " Nashville Bar Journal (February 2009). Member: Napier-Looby Bar Association; Nashville, Tennessee and American Bar Associations; Lawyers Association for Women.

Melissa Egan (Associate) admitted to bar, 2008, Tennessee. Education: Cornell University (B.S., 2003); Georgetown University Law Center (J.D., 2008). Symposium Editor: Georgetown Journal of Legal Ethics.Email: Melissa Egan

Mary Margaret Gossett (Associate) admitted to bar, 2008, Tennessee. Education: Denison University (B.A., 1993); University of Memphis (J.D., magna cum laude, 2008). Managing Editor, University of Memphis Law Review, 2007-2008. Staff, University of Memphis Law Review, 2006-2007. Practice Areas: Securities; Corporate Governance.Email: Mary Margaret Gossett

Claire Cowart Haltom (Associate) born 1981; admitted to bar, 2008, Tennessee. Education: Vanderbilt University (B.A., 2003); University of Mississippi School of Law (J.D., cum laude, 2008). Phi Delta Phi International Legal Honor Society. Recipient: University of Mississippi School of Law Scholarship (2005-2008); McGill Award for outstanding Contribution to Vanderbilt University; Outstanding Woman of the Vanderbilt Greek System. Articles Editor: Mississippi Law Journal. Student Editor: Journal of Health and Life Sciences Law. Author: "SEC IG's Report on Oversight of Credit-Rating Agencies: Agency Failures and Recommendations for Effective Oversight," Business Law & Governance, AHLA (September 2009); SEC Proposes Rules and Amendments to Strengthen Oversight of Credit Rating Agencies," Business Law & Governance, AHLA (September 2009); "SEC Proposes New Rules Requiring Public Companies to Disclose Pay Policies, Director Qualifications, and Corporate Governance Structures," Business Law & Governance, AHLA (July 2009); "Standard & Poor's Report: Negative Outlook for Not-for-Profit Hospitals in 2009" (February 2009); Business Law & Governance, AHLA; "Moody's Identifies Factors in Nonprofit Hospital Downgrades," Business Law & Governance, AHLA (February 2009); "SEC Approves New Rules Addressing Conflicts Within Credit-Rating Agencies," Business Law & Governance, AHLA (December 2008). Presenter: "Quarantine Hearing Law," American Health Lawyers Association Annual Meeting (June 2009); "What is Health Law?" Lipscomb University (June 2009). Co-President and Founder: Ole Miss Student Health Law Association. President: Inter-Residence Hall Association, Student Body President. Founder: Breast Cancer Awareness Program. Member: Nashville, Tennessee and American Bar Associations; American Health Lawyers Association. Practice Areas: Health Law.Email: Claire Cowart Haltom

William A. Lewis (Associate) admitted to bar, 2008, Tennessee; 2009, U.S. District Court, Middle and Western Districts of Tennessee. Education: University of Mississippi (B.A., cum laude, 2005); University of Mississippi School of Law (J.D., magna cum laude, 2008). Quarter-Finalist, National First Amendment Court Competition, 2007. Association Articles Editor, Mississippi Law Journal. Co-Author: "Digital Privacy: A Brave New World?" Nashville Bar Journal, Vol. 7, No. 8 (2007). Member: Nashville, Tennessee and American (Member, Litigation Section) Bar Associations. Practice Areas: Advocacy; Commercial Law; Litigation; Transportation; Health Care.Email: William A. Lewis

Melissa Wibbens (Associate) admitted to bar, 2008, Tennessee. Education: Villanova University (B.A., magna cum laude, 2004); Vanderbilt University Law School (J.D., 2008). Senior Publication Editor, Vanderbilt Journal of Entertainment and Technology Law. Intern, Legal Aid Society of Middle Tennessee. Practice Areas: Real Estate; Finance.Email: Melissa Wibbens

Caldwell Collins (Associate) (Admission pending). Education: Vanderbilt University (B.A., 2005); Washington University School of Law (J.D., cum laude, 2009). Recipient, Association of Women Faculty Graduate Student Award, Spring 2009. Editor-in-Chief, Washington University Journal of Law & Policy. President, Women's Law Caucus. Author: "Home Alone: Is This the Best We Can Do? A Proposal to Amend Pending Parental Leave Legislation," 29 WASH. U. J.L. & POL'Y 301, 2009. Speaker, "Ruth Bader Ginsberg and the Evolution of the Standard of Review Applied to Gender," Washington University in St. Louis Women's Leadership Training Institute, March 2009. Undergraduate Professor, Women & The Law, Spring 2009. Commencement Speaker, Washington University School of Law, May 2009.

Josh Mullen (Associate) (Admission pending). Education: Taylor University (B.S., Business Information Systems, cum laude, 1999); University of Tennessee College of Law (J.D., 2009). Order of the Coif. Recipient: Judge Harry W. Laughlin, Jr. Best Case Note Award, University of Tennessee Law Review (2007/2008); University of Tennessee College of Law Certificates of Academic Achievement: Constitutional Law, Evidence, Legal Process I, National Security Law, Pretrial Litigation; CALI Awards for Academic Achievement in Constitutional Law, National Security Law and Pretrial Litigation. University of Tennessee Baker Scholar; Howard H. Baker, Jr. Center for Public Policy. Author: Case Commentary, "Deficiency Judgments Owed to Creditors: May They Be Reduced if the Creditor Purchases the Property Below the Market Value and Sells the Property at Market Value?" Transactions: Tennessee Journal of Business Law (Fall 2007); Case Note, "Common Law Ademption by Extinction and the Applicability of Tennessee Code Annotated Section 32-3-111," University of Tennessee Law Review (2008). Co-Author: "I Want My Hannah Montana! The Regulation of Ticket Sales in Tennessee," Nashville Bar Journal (July 2008). Student Materials Editor, University of Tennessee Law Review. Senior Commentary Editor, Transactions: The Tennessee Journal of Business Law.

Courtney Smith (Associate) born 1981; (Admission pending). Education: Belmont University (B.A., 2004); Vanderbilt University Law School (J.D., 2009). Co-Author: "Open-Source Software and IP," Intellectual Property Deskbook for the Business Lawyer, American Bar Association Business Division (2009); "SEC Inspector General's Report on SEC Oversight of Credit Rating Agencies: Agency Failures and Recommendations for Effective Oversight," Business Law & Governance, AHLA (September 2009).

William K. Norton (Associate) (Admission pending). Education: University of Nebraska-Lincoln (B.S., with honors and distinction, 2006); University of Nebraska College of Law (J.D., with distinction, 2009). Author: "'Play in the Joints' in the Religious Clauses," First Amendment Center Analysis; Topic updates on school vouchers and copyright and new technology, First Amendment Center. Recipient, CALI Awards for Academic Achievement in Contracts, Unfair Competition and Cyberlaw.

Nicole Jumper (Associate) (Admission pending). Education: Vanderbilt University (B.A., cum laude, 2004); University of Tennessee College of Law (J.D., 2009). Student Materials Editor, University of Tennessee Law Review.

OF COUNSEL

Robert F. Worthington, Jr. (Of Counsel) born Knoxville, Tennessee, July 17, 1931; admitted to bar, 1957, Tennessee; 1977, District of Columbia. Education: University of Tennessee (J.D., 1957). Phi Delta Phi. Recipient, Tennessee Gas Association Silver Flame Award, 2006. Listed in The Best Lawyers in America for Corporate, M&A and Securities Law (since 1991). President, Tennessee Business Roundtable, 1996-1997. Member, Tennessee Higher Education Commission, 1986-1995. Member: Knox County, Tennessee and American Bar Associations; District of Columbia Bar. (Also at Knoxville Office). Practice Areas: Business Law; Government Relations; Public Utility Law; Investments; Mergers and Acquisitions; International Trade.Email: Robert F. Worthington, Jr.

Nancy A. Vincent (Of Counsel) admitted to bar, 1993, Georgia; 1994, Tennessee. Education: Western Kentucky University (B.S., Electrical Engineering Technology, 1981); University of Kentucky (M.B.A., 1987); Vanderbilt University School of Law (J.D., 1993). Executive Board Member, Harry Phillips American Inn of Court, 1998-2003. Judicial Clerk to Associate Justice Adolpho A. Birch, Jr., Tennessee Supreme Court, 1993-1994. Member: Disciplinary Hearing Panel, Middle District of Tennessee, 1996—; Supreme Court Commission on Continuing Legal Education and Specialization, Secretary and Treasurer, 1999-2002; Supreme Court Bench and Bar Relations Committee, 1999-2002; Disciplinary District, Supreme Court of Tennessee Hearing Committee, 1996-2002. Member: Nashville (Board of Directors, 1999-2002, Pro Bono Board, 1995-1988), American and National Bar Associations; State Bar of Georgia; Lawyers Association for Women (Secretary, 1997-1998; Director, 1999-2001); Napier-Looby Bar Association. Fellow: Tennessee Bar Association. Reported Cases: McDonald's v. Shop At Home, Inc., 82 F.Supp. 2d (M.D. Tenn. 2000); The Tennessean v. Electric Power Board of Nashville, 979 S.W.2d 297 (Tenn. 1998); Stone River Utilities, Inc. v. Electric Power Board 981 S.W.2d 175 (Tenn. Ct. App. 1998). Practice Areas: Corporate; Mergers and Acquisitions; Labor and Employment.Email: Nancy A. Vincent

Joel R. Buckberg (Of Counsel) born July 14, 1954; admitted to bar, 1980, Texas; 1981, Georgia; 1994, New Jersey; 2006, Tennessee. Education: Union College (B.A., cum laude, 1976); Vanderbilt University School of Law (M.B.A., 1980; J.D., 1980). Listed in The Best Lawyers in America, Franchise Law (since 2008). Named to Who's Who Legal: The International Who's Who of Business Lawyers (2009). President and Founder: National Franchise Council, 1998-2000, Chairman, 2000-2003; Chairman, International Franchise Association (Legal Legislative Committee and Corporate Counsel Committee, 1997-1998). Administrator, International Franchise Association Franchise Compliance Training Program, 2007. Member, American Hotel and Lodging Association General Counsel Committee. Named: The International Who's Who of Franchise Lawyers (2008). Named to "Legal Eagles" by Franchise Times (2007, 2008 and 2009); "20 People to Watch in Franchising" by Franchise Times (November 2001). Co-Author: "Disclosure Law Violations: Understanding the Penalties," Franchising World, August 2008. Author: "Franchise Compliance Sets the Tone," in Franchising World, November, 2007; "Dealing with Franchisees in the Workout Process," in The Real Estate Workout Deskbook (H. Zuckerman, ed., Probus Publishing, Chicago), 1992. Frequent Contributor to Franchise Times Magazine and Lodging Business, the Magazine of the Asian American Hotel Owners' Association. Frequent Lecturer on Domestic and International Franchising at Programs Sponsored by International Franchise Association, American Bar Association Forum on Franchising, The Lodging Conference, and Cardozo Law School. Member: State Bar of Georgia; State Bar of Texas. Transactions: Acquisition of Wyndham, Amerihost, Days Inn, Villager Lodge, Travelodge, Baymont hotel brands; Two Flags Joint Venture (Marriott/Cendant); Acquisition of Ramada International; Acquisition of Ramada Canada franchise system. Practice Areas: Corporate Law; Franchises and Franchising; International Franchising; Franchise Termination; Franchise Regulation; Franchise Licensing; Franchise Law; Franchise Distribution; Franchise Mediation; Hospitality Law; Resorts and Leisure; Hotel and Resort Development; Hotel and Resort Law; Hotel Franchise Law; Hotel Liability; Hotel Security; Innkeeper Law; International Hotels and Resorts; Travel and Tourism.Email: Joel R. Buckberg

David P. Cain (Of Counsel) born Madison, Indiana, August 3, 1945; admitted to bar, 1981, Tennessee. Education: University of Florida (B.S., 1968); Nashville School of Law (J.D., 1981). Member, Association for Conflict Resolution. Certified Mediator, Nashville Conflict Resolution Center. Approved Evaluator, Neutral, Mediator, and Arbitrator, U.S. District Court, Middle District of Tennessee. Tennessee Supreme Court Rule 31 General Civil Mediator. Founder and Operator of the General Counsel Institute. Presenter: "Document Retention and Destruction," Lorman Educational Services (Nashville, TN, May 2008); "The Record and Information Management Revolution," General Counsel Institute (Memphis, TN, February 2008); "What You Can Do To Prepare Your Organization For Discovery," General Counsel Institute (Nashville, TN, November 2007; Memphis, TN, November 2007; Jackson, MS, December 2007; New Orleans, LA, December 2007; Birmingham AL, December 2007; Chattanooga, TN, December 2007; Knoxville, TN, December 2007; and Atlanta, GA, March 2008); "Document Management for Efficient Document Production," General Counsel Institute (Chattanooga, TN, December 2004; Memphis, TN, February 2005; Chattanooga, TN, March 2005; Knoxville, TN, March 2005; Johnson City, TN, March 2005; New Orleans, LA, April 2005; Jackson, MS, May 2005; Birmingham, AL, May 2005; and Kansas City, KS, June 2006). Member: Nashville, Tennessee and American Bar Associations. Practice Areas: Corporate Law; Business and Transactions; Mergers and Acquisitions; Business Law; Internal Corporate Investigations.Email: David P. Cain

Mark Naftel (Of Counsel) born Nashville, Tennessee, November 20, 1956; admitted to bar, 1981, Tennessee and Alabama. Education: Auburn University (B.A., 1978); University of Virginia (J.D., 1981); Fordham University School of Law (LL.M., 1992). Author/Co-Author: "Intellectual Property Indemnities," Counsel to Counsel, April 2007; "Market Implications of Technologically Neutral Regulation," Volume 3, Number 2, Journal of Network Industries 231 (2002); "Perspective - We must prevent a return to Enron-omics," Communications Week International, March 18, 2002, (with Doug Metcalfe); "LoopCo: the Next Generation of Regulation," 2001 Kondurranse og telekommunikasjon 32; "The Telecoms Trade War: The United States, the European Union and the World Trade Organisation," (with Larry Spiwak), January, 2001, Hart Publishing; "Does the European Commission's Telecommunications Access Notice Send the Correct Economic Signals to the Market?," Phoenix Center Policy Paper Series, Phoenix Center Policy Paper Number 5, (January 1999); "EU Telecommunications Privacy Protection," 14 The Computer Law and Security Report 175, Issue 3, May/June 1998; "Countdown to 1998: Status of Telecommunications Competition in Europe and Comparison with United States," 7 Journal of Transnational Law & Policy 1, Number 1, (1997); "How Does One Say 'Dominance' in European?," Antitrust Report 2, October 1997; "The Promise and Threat of Internet Telephony and Regulation," 12 The Computer Law and Security Report 372, Issue 6, November/December 1996; "The ACLU v Reno Internet Indecency Adjudication," 7 Entertainment Law Review 289, Issue 7, October/November 1996; "Regulating for Competition in the US and EU Telecoms Markets," 3 The Journal of Information Law and Technology (JILT), 30 September 1996; "Exclusive Trade Mark Licensing, Article 85 and Market Definition," 18 European Intellectual Property Review 406, Issue 7, July 1996; "New Telecommunications Opportunities for European Cable TV Providers," 7 Entertainment Law Review 145, Issue 4, June 1996; "A Close Look At Number Portability," 1 The Computer and Telecommunications Law Review 156, Issue 5, October/November 1995; "The International Telecommunication Union: Co-operation or Cartel?," 1 The Computer and Telecommunications Law Review 18, Issue 1, February/March 1995; "The Natural Death of a Natural Monopoly: Competition in EC Telecommunications After the Telecommunications Terminals Judgement," Emory International Law Review, Fall 1992 and The European Competition Law Review, May/June 1993. Member: Nashville, Tennessee and American Bar Associations; Alabama State Bar. Practice Areas: Business Law; Technology Law; Intellectual Property.

Betty K. Steele (Of Counsel) born Providence, Rhode Island, February 7, 1953; admitted to bar, 1981, Florida; 1988, Rhode Island; 1995, Tennessee. Education: Brown University (B.A., 1975); Vanderbilt University Law School (J.D., 1981). Member, Vanderbilt Law Review, 1979-1981. Contributor, "Selling Products and Services and Licensing Software Online: An Interactive Guide with Legal Forms and Commentary to Privacy, Security and Consumer Law Issues," American Bar Association, Section of Business Law Publication, 2007. Speaker: "Ethical IT Governance - Not Just for the IT Department Anymore," Ethics & Compliance Officer Association Sponsoring Partner Forum in Colorado Springs, CO, April 2009; "Essentials of a Contingency Plan," Tennessee Bankers Association Contingency Planning/Disaster Response Workshop, Nashville, Tennessee, December 2008; "Information Security Management, Identity Theft Prevention and Computer Ethics," Tennessee Bar Association Legal Ethics Conference in Franklin, November 2008; "Identity Theft Prevention and Information Security Management: Legal Update," Tennessee Bar Association Webcast, October 2008; "Information Security Management and Identity Theft Prevention: Complying with the Law," Nashville CIO Council, October 2008; Lorman Seminar in Nashville, "Internal Controls for Information Technology Systems," August 2006; Memphis Bar Association Annual Meeting in Destin, Florida, "HIPAA Information Security," May 2006; Estate Planning Council in Chattanooga, "HIPAA and Estate Planning," March 2006; Tennessee Center for Performance Excellence 2006 Excellence in Tennessee Conference in Nashville, "Corporate Governance: Emergence of the Enterprise Security Organization and Baldridge," February 2006; Lorman Seminar in Nashville, "Document Retention and Destruction," September 2005; Northeast Tennessee Technology Council/General Counsel Institute in Johnson City, "Information Security and Privacy," September 2005; General Counsel Institute in Nashville, "Information Security and Privacy," July 2005; East Tennessee State University International Conference on Entrepreneurship and Business Incubation in Atlanta, GA, "A New Approach to Global Legal Compliance," April 2005; "HIPAA for Non-Health Care Companies," Nashville Bar Association Monthly In-House Counsel Meeting, September 2002. Author: "Due Diligence on IT Security," Baseline Magazine, March 2009; "Deadline Looms for Identity Theft Red Flags Rule Compliance," Bloomberg Law Report's Privacy & Information, October 2008; "Regulators Start Enforcing Corporate Governance, Identity Theft and Financial Privacy Laws," The Tennessee Banker, February 2006; "HIPAA Update," Internet Industry Committee of the Section of Public Utility of the American Bar Association, Spring Report 2003; "Privacy Law Applies to Non-Health Care Companies," Tennessee Chamber of Commerce & Industry's The Insider, February 2003; "Privacy Update - The HIPAA Privacy Rule," Internet Industry Committee of the Section of Public Utility of the American Bar Association Annual Report, 2002; "Consumer Protection Guidelines Agreed to by OECD Governments," Tennessee Chamber of Commerce & Industry's The Insider, February 2000; "Success in E-commerce: Understanding Your Business," Tennessee Chamber of Commerce & Industry's The Insider, December 1999; "Your Intellectual Property and GATT," The Brown University World Business Advisory, May 1, 1991; "What Failure of the GATT Talks Mean," The Brown University World Business Advisory, January 1, 1991; "The Caribbean Basin Exchange of Information Draft Agreement - A Technical Analysis," International Law Quarterly, September 1985; "Tax Planning Under Foreign Tax Corporation Rules," ILQ, June-July 1985. Speaker and Program Planner: Annual Nashville Technology Council/Information Systems Security Association Annual InfoSec Conference, "Information Security and the Law," September 2007; Tennessee Bar Association Law of Technology - What You Need to Know Conference in Nashville, "Privacy, Security and Computer Ethics: It's Everyone's Responsibility," October 2007; Tennessee Society of Certified Public Accountants Memphis Business & Industry Conference, "Identity Theft - How to Protect Your Business, Your Employees and Yourself," September 2007; Ethics & Compliance Officer Association Annual Conference in Los Angeles, CA, "Privacy, Security and Computer Ethics: It's Everyone's Responsibility," September 2007; Middle Tennessee Information Systems Security Association Chapter, "Information Security and the Law," July 2007; National Teleconference of the Healthcare Industry Group of the Ethics and Compliance Officers Association, "Electronic Medical Records: Creating Efficiencies or Opening a Pandora's Box?" July 2007; Corporate Counsel Section of the Nashville Bar Association, "Data Privacy and the Increased Focus on Security Incident Readiness," July 2007; Lorman National Teleconference, "A Detailed Road Map for a HIPAA Incident Response Plan," June 2007. Panelist: Tennessee Bar Association Conference, "Arthur Miller Explores Privacy and Technology: Striking a Legal Balance," June 2007; Nashville Technology Council Conference, "Technology and Sarbanes-Oxley," September 2006. Program Planner, Annual Nashville Technology Council/Information Systems Security Association Annual InfoSec Conference, October 2006; Annual Nashville Technology Council/Information Systems Security Association Annual InfoSec Conference, August 2005. Speaker and Program Planner: Annual Nashville Technology Council/Information Systems Security Association Annual InfoSec Conference, "Information Security: Making Sense of the Law," August 2004; Annual Nashville Technology Council/Information Systems Security Association Annual InfoSec Conference, "HIPAA Security," August 2003. Contributor, "A Model Web Site: A Knowledge Management Approach to E-Business," American Bar Association Information Section of Business Law Publication, 2004. Speaker and Moderator: Lorman Seminar in Birmingham, AL, "HIPAA for Employers," November 2003; Lorman Seminar in Nashville, TN, "HIPAA Compliance: Implementing the Transactions Standards, and the Security and Privacy Regulations in Tennessee," May 2003. Co-author: "Foreign Sales Corporation: Export Analysis and Planning," Taxes, March 1985; "Regulation of Financial Planners," Professional Reference Series, 1984. Member: American Health Lawyers Association; Board of Directors, Information Systems Security Association, Middle Tennessee Chapter; Tennessee Bankers Association Disaster Response Coalition. Former Co-chair, Tennessee Center for Performance Excellence Board of Directors and Member of the Board of Examiners. Former Assistant Commissioner, Business Development - Tennessee Department of Economic and Community Development (oversaw the divisions of National and International Marketing, Existing Industry Services, Export, Industrial Training, and the Office of Minority Business Enterprise). Former Member, Board of Advisors of the University of Memphis's Wang Center for International Business, appointed by Tennessee Governor Don Sundquist (1998). Former President, Global Competitiveness Council, an affiliate of the Tennessee Chamber of Commerce & Industry. Alumna - BellSouth Telecommunications' "Global Leaders for the South Forum." One of four Tennesseans selected to represent the state (1997). Member: Nashville, Rhode Island, Tennessee, American and International Bar Associations; The Florida Bar. Practice Areas: Electronic Business; Intellectual Property; International Law; Corporate Law; Health Law; Mergers and Acquisitions; Tax.Email: Betty K. Steele

K. David Waddell (Of Counsel) born December 4, 1955; admitted to bar, 1981, Tennessee. Education: Lipscomb University (B.S., 1977); University of Tennessee at Knoxville (J.D., 1980). Chairman, Creditor's Section, Tennessee Bar Association, 2008-2009. Executive Secretary, Tennessee Regulatory Authority. Vice-President, Tennessee Association of Business, 1994-1996. Advisory Council Member, Chemical Industry Federation, Chemical Manufacturers Association, 1994-1996. Member: Tennessee Municipal Solid Waste Advisory Committee, 1994-1996; Tennessee Water Quality Control Board, 1990-1994. Speaker: "Legal Issues in Real Estate Foreclosure," National Business Institute (May 12, 2009); "Tools for Tough Times: Repossession, Foreclosure and Eviction," Tennessee Bar University, Tennessee Bar Association, October 28, 2008; "Foreclosure and Repossession in Tennessee," Lorman Education Services, October 15, 2008. Author: "Foreclosure in a Troubled Economy: Tips for Protecting Creditors," Tennessee Attorneys Memo, M. Lee Smith Publishers, LLC, April 14, 2009. Member: Nashville, Tennessee and American Bar Associations. Practice Areas: Bankruptcy; Creditors Rights.Email: K. David Waddell

Ashby Q. Burks (Of Counsel) born July 30, 1957; admitted to bar, 1982, Virginia; 1985, Tennessee. Education: University of Virginia (B.A., with high distinction, 1979); Columbia University School of Law (J.D., 1982). Practice Areas: Health Law; Health Care; Business and Transactions; Mergers and Acquisitions; Corporate; Securities.Email: Ashby Q. Burks

Lauren W. Anderson (Of Counsel) born Verona, New Jersey, March 4, 1960; admitted to bar, 1985, Tennessee. Education: University of Tennessee at Knoxville (B.A., summa cum laude, 1980); Universite de Metz (non-degree courses, 1981); Duke University (J.D., with honors, 1985). Phi Beta Kappa. President of The Breakfast Club of Nashville, 2009. Listed in The Best Lawyers in America, Corporate Law. Instructor of Business Organizations to Paralegal Students, Southeastern Career College, 1990-1992, 2000-2001. Legal Advisor, CABLE, 2005-2008. Member: Nashville, Tennessee and American Bar Associations. Practice Areas: Mergers and Acquisitions; Securities; Initial Public Offerings; Venture Capital; Debt and Equity Finance; Business and Transactions; Business Law.Email: Lauren W. Anderson

Robert J. Looney (Of Counsel) born San Antonio, Texas, November 27, 1956; admitted to bar, 1986, Tennessee. Education: University of Texas (B.A., 1979; J.D., 1986). Member: Tennessee Bar Association.

Thomas J. Hall (Of Counsel) admitted to bar, 1988, Wisconsin. (Not admitted in Tennessee). Education: Cornell College (B.A., magna cum laude, 1982); University of Wisconsin-Madison (J.D., cum laude, 1988). Author: "Militias, Muskets, and Modernity: The Right to Bear Arms in the 21st Century," Nashville Bar Journal, August 2008; "ERP Gone Bad: A Case Study," Manufacturing Business Technology, April 2008. Co-Author: "Patent Licensing Agreements Line by Line," published by Aspatore Press, 2008; "Employee Fraud," Nashville Bar Journal, December 2007; "Application Service Provider and Software as Service Agreements Line by Line," published by Aspatore Press, 2007. Founding Member, Regional Technology Organization, Racine, Wisconsin. Board Member, Recreational Activities for the Developmentally Disabled (R.A.D.D.), Racine, Wisconsin. Member: State Bar of Wisconsin. Practice Areas: Intellectual Property; Electronic Commerce; Information Technology.Email: Thomas J. Hall

Stephen F. Wood, Jr. (Of Counsel) born Nashville, Tennessee, August 16, 1961; admitted to bar, 1991, Tennessee. Education: Indiana University School of Business (B.S., with high distinction, Business Economics and Public Policy, 1983); Vanderbilt University (J.D., 1991). Beta Gamma Sigma (national business honor society). Associate Editor, Vanderbilt Law Review, 1991. Prior career in commercial real estate finance (1983-88). Co-founder and CEO of successful computer software company. Former full-time faculty member, Vanderbilt Law School and Owen Graduate School of Business. Frequent lecturer in law and business at Vanderbilt. Member: Nashville, Tennessee and American (Member, Business Law Section) Bar Associations. Practice Areas: Business Law; Commercial Real Estate; Computer Software; Health Care; Internet Law; Mergers and Acquisitions; Technology Law.Email: Stephen F. Wood, Jr.

Brett A. Oeser (Of Counsel) admitted to bar, 1993, Tennessee; 1995, U.S. District Court, Middle District of Tennessee; 1998, U.S. Court of Appeals, Sixth Circuit; 1999, U.S. District Court, Eastern District of Tennessee; 2005, U.S. District Court, Western District of Tennessee. Education: Dartmouth College (A.B., 1990); Vanderbilt University (J.D., 1993). Member: Nashville (Member, Continuing Legal Education and Federal Court Committees), Tennessee and American (Member: Forum on the Construction Industry; Sections on: Litigation; Tort Trial and Insurance Practice) Bar Associations; Tennessee Association of Construction Counsel. Practice Areas: Construction Law; Construction Litigation; Commercial Litigation.

William F. Turner (Of Counsel) born Philadelphia, Mississippi, July 12, 1967; admitted to bar, 1997, New York; 1998, U.S. District Court, Southern and Eastern Districts of New York; 1999, U.S. Court of Appeals for the District of Columbia Circuit; 2000, Tennessee. Education: University of Mississippi (B.B.A., 1990); Mississippi College School of Law (J.D., 1996). Phi Delta Phi. Nashville Emerging Leaders, 2006 Leadership Program. Member: The Association of the Bar of the City of New York (Member: Sports Law Committee, 2000-2001; Entertainment Law Committee, 1999-2000); Nashville, New York State, Tennessee and American Bar Associations. Practice Areas: Business and Transactions; Corporate Law; Finance; Franchises and Franchising; Franchise Law; Hospitality Law; Hotel and Resort Development; Hotel Franchise Law; Mergers and Acquisitions; Real Estate Finance; Real Estate Development.Email: William F. Turner

Melissa L. Hull (Of Counsel) admitted to bar, 1998, Ohio; 2009, Tennessee; U.S. District Court, Northern District of Ohio. Education: University of Cincinnati (B.A., 1990); Ohio State University (M.P.A.); Capital University (J.D., 1998). Recipient, MCM designation (2009). Nationwide: Counsel for the South Central Region. Ohio Department of Insurance: Assistant Director of the Market Regulation and Licensing Division, Chief of Legal Services. Author: "Bringing Back the Mississippi Gulf Coast," The Regulator (July 2009); "Everybody Talks About the Weather: Bringing Back the Mississippi Gulf Coast," This article first appeared in The Regulator, the journal-newsletter of the Insurance Regulatory Examiners Society (2009). Panelist, "How Has Market Analysis Changed Company Compliance Activities?" Insurance Regulatory Examiners Society Career Development School (2009). Moderator, "Hot Issues in Life and Health," Insurance Regulatory Examiners Society Career Development School (2009). Speaker: "The Continuum of Regulatory Responses, What Does It Mean?" Insurance Regulatory Examiners Society Career Development School, 2007; "When Will Insurance Departments Contact You?" Association of Insurance Compliance Professionals, 2006; "Licensing, Regulation, and Enforcement Issues," Old Republic National Title Insurance Company's Annual Seminar, 2006; "Update on Issues Facing the Title Insurance Industry from the Perspective of the Department of Insurance," Ohio Land Title Association's Spring Seminar, 2006; "The ABC's of Market Conduct Exams (Ohio)," Insurance Regulatory Examiners Society Foundation's National Insurance School, 2005 and 2006; "Market Conduct Exams: What You Need to Know and How to Prepare," Ohio Association of Mutual Insurance Companies Annual Meeting, 2005; "Interest on Trust Accounts: IOTA Compliance," Ohio Land Title Association's 96th Annual Convention, 2005. Co-Author: "Understanding the New Market Conduct Statement," The Regulator, November 2005. State Faculty, Insurance Regulatory Examiners Society Foundation's National Insurance School, 2005 and 2006. Former Member: NAIC Market Regulation and Consumer Affairs Committee and Working Groups; Market Conduct Annual Statement Working Group, NAIC (Vice-Chair); Mississippi Insurance Guaranty Association Board; Mississippi Windstorm Underwriting Association Board. Member: Nashville and American Bar Associations; Association of Insurance Compliance Professionals; Insurance Regulatory Examiners Society (Member: Publication Committee; Career Development School Committee). Practice Areas: Health Care; Insurance; Insurance Regulation.Email: Melissa L. Hull

LEGAL SUPPORT PERSONNEL

James R. Schmidt born May 14, 1973; (Admission pending). Responsibilities: Public Strategies. Board Member and Secretary, NashvilleCares. President, Nashville Grizzlies Rugby Football Club. Founding Board Member, Tennessee Equality Project. Board Intern, Nashville Humane Association. Former Board Member, Tennessee Lobbyists Association. Alumni, Young Leaders Council.Email: James R. Schmidt