Underberg & Kessler LLP, a growing mid-sized law firm, is seeking an Administrative Assistant to support our Real Estate Practice Group. in Rochester, NY. This position reports to our Rochester, NY location Salary Range: $45,000-$55,000 (based on experience) We are seeking a high-energy, detail-oriented Administrative Assistant to support our Real Estate Practice Group . The ideal candidate will be an organized and dependable professional who thrives in a fast-paced environment, has prior experience working in a law firm or professional services organization, and is committed to providing top-tier client service. Key Responsibilities: Provide administrative support to attorneys and real estate team members Prepare, revise, proofread, and process real estate documentation, including: Transfer documents, including deeds Affidavits Agreements Closing statements Loan documents Schedule closing dates and assist with the loan closing process, including obtaining necessary signatures and preparing closing binders Maintain strong file and document organization practices Calendar important deadlines and dates to ensure timelines are met Collaborate with attorneys, paralegals, and other team members to ensure efficiency and accuracy Provide back-up support across the real estate and litigation teams as needed What We Are Looking For: Exceptional attention to detail and accuracy Working knowledge of real estate transactions, mortgage banking, title report preparation, and/or background in commercial transactions is a plus Critical thinking skills and ability to prioritize tasks in a deadline-driven environment Excellent written and verbal communication skills Strong organizational and time management skills Proficient in computer applications Reliable, self-motivated, and proactive approach Sound judgment and a strong sense of accountability Team player with a solid work ethic What We Offer: Hybrid work schedule (post 60-day onboarding period) A collaborative and collegial firm culture Opportunity to work closely with experienced legal professionals Exposure to a diverse client base and dynamic litigation matters Comprehensive benefits package, including: Medical, dental, and vision insurance 401(k) retirement plan with 3% profit-sharing + 2% employer contribution Paid time off (PTO) Paid holidays Life and disability insurance Training and professional development opportunities About Underberg & Kessler LLP With a long-standing history of excellence, Underberg & Kessler has been proudly serving businesses and individuals across Western New York for nearly 100 years. As a trusted legal partner, we are known for delivering top-tier legal services while fostering a supportive and collaborative environment where attorneys and staff can grow, thrive, and make a meaningful impact. Underberg & Kessler LLP is an Equal Opportunity Employer. We value diversity and are committed to creating an inclusive environment for all employees. Please submit your cover letter, references and resume to Leslie Helmerci, Legal Operations Manager, at lhelmerci@underbergkessler.com . Apply

Some firms look for employees who live and breathe the law. But at Underberg & Kessler, we look for people with a variety of interests and a rich knowledge base. We believe that well-rounded individuals are of greater benefit to our clients because they bring more depth and understanding to the job. PROFESSIONAL STAFF CAREERS The Best and the Brightest As a firm, we know that we need a rock-star administrative and support staff for the firm to be at its best. At Underberg & Kessler, we look for people with a variety of interests and a rich knowledge base. We believe that skills fundamental to success include: a thirst for excellent work, a keen attention to detail, compassion for coworkers, a passion for professional development, and a desire to learn new skills. The Firm is an Equal Opportunity Employer and offers a collaborative and collegial environment and a competitive salary and benefits package. TRUSTS & ESTATES PARALEGAL Rochester, NY Learn More & Apply

Some firms look for employees who live and breathe the law. But at Underberg & Kessler, we look for people with a variety of interests and a rich knowledge base. We believe that well-rounded individuals are of greater benefit to our clients because they bring more depth and understanding to the job. ATTORNEY CAREERS The Best and the Brightest Some firms look for employees who live and breathe the law. But at Underberg & Kessler, we look for people with a variety of interests and a rich knowledge base. We believe that well-rounded individuals are of greater benefit to our clients because they bring more depth and understanding to the job. We hire the finest legal minds— multi-talented individuals who have energy and passion, and are committed to the firm and our clients. In a familial, yet professional, atmosphere, our commitment to clients extends from the partnership, to the associates, to the support staff. The Firm is an Equal Opportunity Employer and offers a collaborative and collegial environment and a competitive salary and benefits package. Our current opening(s) are displayed below. Please click to learn more and apply. COMMERCIAL REAL ESTATE ASSOCIATE ATTORNEY Rochester, NY Learn More & Apply CORPORATE ASSOCIATE ATTORNEY Rochester, NY Learn More & Apply LITIGATION ASSOCIATE ATTORNEY I Rochester, NY Learn More & Apply LITIGATION ASSOCIATE ATTORNEY II Rochester, NY Learn More & Apply MATRIMONIAL/ FAMILY LAW ASSOCIATE ATTORNEY Rochester, NY Learn More & Apply

At Underberg & Kessler, our most important partner is you. Our attorneys are the partner you can count on. Our law firm has offices in Rochester, NY Buffalo, NY, & Canandaigua, Geneseo, and Webster. Our areas of practice are wide offering services from corporate law to labor law to divorce and more. GOOD PEOPLE DOING GREAT WORK SOLVING LEGAL PROBLEMS SINCE 1926 For nearly 100 years, we have been helping clients manage complex legal challenges with a practical, responsive, and thoughtful approach. We are a different kind of law firm. Big enough to cover all the bases and small enough to value each client. We listen, we answer calls, we return emails, and we work hard to build strong relationships with our clients — who we view as our most important partners. Everything about Underberg & Kessler, our size, our down-to-earth attorneys, our collective experiences and deep industry insight, contributes to the process of solving clients’ problems. As a full-service law firm with comprehensive capabilities, we help individuals and all types of businesses, including entrepreneurial start-ups, established entities, banks and financial institutions, health care providers, real estate developers, not-for-profit organizations, municipalities, and more. Cannabis Law Family Law Commercial Lending Health Care Construction Labor & Employment Corporate & Business Litigation Creditors' Rights Municipal Law Environmental Law Real Estate & Finance Estates & Trusts Tax Law ARTICLES & POSTS IRS Issues Guidance on Tips and Overtime Deductions for 2025 When we first wrote about this topic in August 2025 , the IRS had not yet issued formal guidance on how the tip and overtime deductions added by Public Law 119-21, 139 Stat. 72 (July 4, 2025), commonly known as the One, Big, Beautiful Bill Act (OBBBA) would be implemented. On November 21, 2025, the Treasury and IRS issued Notice 2025‑69 , which provides clarification on how to determine the amount of the deduction if a worker did not receive a separate accounting from their e Ask An Attorney: Best Practices for Prescribing Opioids as a Covering Provider Q. Opioid abuse by patients continues to be a serious concern, which our practice works diligently to address while treating our patients. When covering for a colleague who is on vacation, am I permitted to issue prescriptions for opioids to their patients? A: Yes. An authorized practitioner who is covering for a colleague who is temporarily unavailable can prescribe a controlled substance to their patients if certain criteria are met. In response to the public health crisis Andrew Washburn Selected as a 2025 Forty Under 40 Honoree We are pleased to announce that Andrew M. Washburn , partner in the Commercial Lending, Creditors’ Rights , and Real Estate & Finance practice groups, has been selected as a 2025 Rochester Business Journal Forty Under 40 honoree. The Forty Under 40 program recognizes Rochester's leaders who are 39 years of age or younger for their professional accomplishments, community service, and commitment to inspiring change. These individuals are not only achieving success in their c View All Articles & Posts

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In real estate& finance law, you have to know the terrain, and Underberg & Kessler does. Our Real Estate services include: Commercial development projects, Financing Tax, Land use and zoning Environmental, Leasing, Acquisitions, Sales, Mortgage lending, Affordable housing transactions, & Government lending. REAL ESTATE & FINANCE Success Comes When You Know The Lay Of The Land. In real estate & finance matters, you have to know the terrain. Who the players are. Where the opportunities lie. Where the minefields are—those hidden surprises that can make or break a deal. Underberg & Kessler's Real Estate Group knows the territory well. Collectively, we have successfully handled hundreds of transactions from commercial properties to residential homes. Zoning. Tax assessment. Land use. Environmental compliance. Today, there is no such thing as a simple transaction. Real estate today is complex, requiring skilled and seasoned legal expertise. We counsel clients regarding the structure of transactions to maximize the utilization of various governmental incentive programs. We have in-depth experience in commercial and residential real estate matters for individuals, municipalities, businesses, national retailers and financial institutions. Our services include: - Residential transactions - Commercial transactions - Commercial development & financing - Mortgage lending - Commercial leasing - Environmental aspects of real property - Title examination - Land use & zoning - Landlord & tenant matters - Foreclosures - Tax certiorari - Affordable housing transactions - Homeowner associations/condos - Property disputes - Education For more information, contact Pat Cusato, chair of the practice group. Contact Pat RELEVANT EXPERIENCE DEVELOPMENT & FINANCING Representation of major hotel developer in acquisition, construction, financing and zoning of nationally franchised hotels, including industrial development agency sale-leasebacks, real property and sales tax abatements, securitized financing, franchise agreements, environmental issues and like-kind exchanges. Extensive experience in representation of institutional lenders, manufacturers, distributors, hotel developers and health care providers with Department of Housing and Urban Development, Industrial Development Agency, Small Business Administration and New York Job Development Authority financing. Representation of developers to maximize benefits available under various economic incentive programs authorized by federal, state and local laws in connection with private and public development and business expansion. Representation of developers in assisted, enriched and independent living facilities for senior citizens, including tax exempt and taxable bond financing, low income housing tax credits, industrial development agency sale-leasebacks, real property and sales tax abatements, payment in lieu of tax agreements, and not-for-profit and 501(c)(3) tax exempt status. Representation of developers of affordable housing units and the related financing, including transactions involving New York State Housing Trust Fund Corporation, New York State Division of Housing and Community Renewal, New York State Affordable Housing Corporation, and United States Department of Housing and Urban Development. Counsel to Housing Development Fund Corporations, and to developers and lenders in low-income Housing Tax Credit transactions. Representation of institutional lenders in residential and commercial lending, including construction and permanent mortgage financing of one to four family units (conventional and non-conventional, wholesale and retail lending), shopping centers, office buildings, manufacturing centers, hotels, senior living facilities and nursing homes, strip plazas, apartment buildings and farms. Negotiated and drafted construction contracts for major projects, such as expansion construction of a local hospital and related parking facilities. Representation of developers and institutional lenders in construction loan financing. Representation of developers in formation and sale of real estate syndications. Establishment of streamlined systems for site acquisitions for a major retail client and a major telecommunications company. Extensive knowledge with telecommunications leases. Representation of a national telecommunications company in over 500 leasehold and fee title acquisitions. Representation of numerous municipalities and other entities in lease and license transactions for both lessor and lessee (including co-location agreements) pertaining to telecommunication antennas and other facilities. ENVIRONMENTAL ASPECTS OF REAL PROPERTY Experienced in the review of environmental assessments, NYSDEC and NEPA regulatory practice, and environmental remediation of commercial sites. ZONING AND LAND USE Representation of developers and municipalities on all issues of zoning law, including local agency and appellate practice. RESIDENTIAL TRANSACTIONS Annually represent hundreds of clients in purchase, sale, construction and refinance of their homes. TITLE EXAMINATION Experienced in all phases of real estate title work, including examination, certification, and related proceedings and litigation. Represent a major title company in title claim matters. Our attorneys are licensed by the New York State Department of Financial Services as title agents. LANDLORDS & TENANTS Representation of both landlord and tenant in commercial leasing of shopping centers, retail chain stores, telecommunications towers, medical buildings, hospitals and government agencies, including direct leasing, subleasing, leaseback and ground leases. Experience in lease termination and eviction. FORECLOSURES Representation of institutional lenders, banks and insurance companies in major commercial foreclosure of shopping centers, sports facilities, marinas, hotels, retail and commercial buildings, apartment complexes, condominiums and residential dwellings. Participated in major workouts and deficiency actions. TAX CERTIORARI Representation of taxpayers and municipality in successful tax certiorari proceedings for large apartment complexes, warehouses, manufacturing facilities and homesteads. HOMEOWNER ASSOCIATIONS/CONDOS Experienced in condominium law, having participated in the formation or conversion of numerous residential and commercial condominiums and the establishment of homeowner associations and their respective governance. OUR REAL ESTATE & FINANCE ATTORNEYS: Justin P. Alexander Rochester, NY Andrew M. Washburn Rochester, NY Patrick L. Cusato Rochester, NY Helen A. Zamboni Rochester, NY Katherine H. Karl Rochester, NY Jacob H. Zoghlin Rochester, NY Kyle C. Pittman Rochester, NY Mindy L. Zoghlin Rochester, NY

Underberg & Kessler LLP provides you with legal counsel when you need it the most. Meet with a family attorney that serves Victor and Henrietta, NY. FAMILY LAW Advocates For The Family. Disputes among family members can be messy, complicated, and often, heartbreaking. When emotions are charged, clients need cooler heads to prevail and the wisdom of objective counsel. The stakes are particularly high when children are involved. Clients often come to us feeling helpless and overwhelmed. In our experience, the more educated a client is, the more empowered they feel. We assess their situation and develop a realistic legal strategy. We discuss potential options with both worst and best-case scenarios. We also collaborate with other attorneys to arrive at a non-adversarial outcome for all parties. If we do have to go to court, we fight passionately for our clients. Family law is different from other types of law in that we are representing people—not businesses or corporations—at the most difficult time of their lives. It is a great privilege to be entrusted with details about their children, their finances, and their relationships. Many times, compassion and sensitivity are almost as important as legal acumen. Our goal is always to help families heal and move forward. We represent clients in a wide variety of family law matters, including: - Divorce - collaborative, litigated, uncontested - Mediation - Custody - Child support - Adoption - Pre- and post-nuptial agreements - Modification and enforcement of custody and child support - Family offense proceedings - Orders of protection - Qualified domestic relations orders - Attorney for the Child For more information about family law, contact Leah Tarantino Cintineo, chair of the practice group. Contact Leah RELEVANT EXPERIENCE We have represented many clients in family law matters with compassion and strength. The types of matters we have represented clients in include but are not limited to matters of collaborated divorce, litigated divorce, uncontested divorce, adoption, child custody, child support, pre-nuptial and post nuptial agreements, the enforcement of child custody and child support agreements, family offense proceedings, orders of protection, attorneys for the child, and qualified domestic relations orders. OUR FAMILY LAW ATTORNEYS: Leah Tarantino Cintineo Rochester, NY Jennifer A. Shoemaker Rochester, NY

"Underberg & Kessler's Creditors’ Rights Group helps businesses recover their assets. Our Creditors’ Rights Group has extensive experience in: Loan work-outs and debt restructuring, Bankruptcy and reorganization proceedings, Lender liability issue, Commercial collections, Foreclosures & more." CREDITORS' RIGHTS LAW The Road To Recovery. Unpaid debt is a major problem for today's lenders. Underberg & Kessler's Creditors’ Rights Practice Group helps businesses recover their assets. We represent several major banks doing business in the Western New York area, as well as an ever-increasing number of companies that seek advice and counsel about unpaid accounts. We provide complete legal services to help creditors resolve their customers’ outstanding debts—from restructuring problem loans to collecting all amounts due. Although we generally represent creditors, we have handled the credit problems of debtors as well. Our Creditors’ Rights Practice Group has extensive experience in: - Loan work-outs and debt restructuring - Bankruptcy and reorganization proceedings - Lender liability issues - Commercial collections - Foreclosures and evictions - Tax issues - Resale of properties taken in foreclosure For more information about creditors' rights law, contact David Tang, chair of our Creditors' Rights Practice Group. Contact David RELEVANT EXPERIENCE Oversaw the Chapter 11 proceeding of a company that performed unique services worldwide. In representing the foreign owner and largest creditor of the Debtor, we reduced our client’s exposure by thousands of dollars and recovered in excess of $500,000 for our client. Represented a lender in a $6 million commercial mortgage foreclosure against a strip mall located in Buffalo, New York. The defendant answered the complaint by raising numerous equitable and other defenses. Underberg & Kessler drafted a legal memorandum demonstrating the lack of merit of the defenses. The Court incorporated this reasoning into its decision awarding our client summary judgment. Represented a bank in the Chapter 11 proceeding of a company in the process of being sold. In spite of alleged fraud, disappearing collateral and similar matters, we established a program of periodic reductions from inventory sales and monitored sale progress. Our client received full payment of its principal, interest and fees within two months of the filing. (Other creditors received virtually nothing.) Represented a first mortgagee in a foreclosure action against an ice arena under construction. The firm successfully obtained an order lifting the automatic stay issued by the Bankruptcy Court and obtained title to the property. As a result, the ice arena was completed and opened for operation. We obtained two subsequent deficiency judgments, foreclosed on a second piece of collateral and pursued the individual obligors. Appointed Receiver by the Federal District Court for Western New York to collect approximately $600,000 in accounts due to a special class of creditors (PACA). Collected over $525,000 in such accounts since appointment. Additional collections are probable. Also appointed to act as Receiver for failing businesses and/or those with feuding owners. Successfully collected all monies to an Australian lender for maritime mortgages (Rochester Fast Ferry). This led to an appointment by Judge Feldman as administrator of the $700,000 creditors’ fund, funded by the City of Rochester for CATS creditors. Successfully concluded numerous business purchases and sales under Article 9 of the Uniform Commercial Code and Section 363 of the Bankruptcy Code (including a Western New York professional hockey team). We have represented lenders in foreclosure, work-out and bankruptcy actions involving condominiums, retail malls, commercial properties, farms containing hundreds of acres, and numerous residential properties (including a significant volume of multifamily structures). In each of these actions, we have also followed through on the necessary evictions of tenants and the resale of properties taken after the foreclosure sale. Our attorneys represented a commercial surety in its dispute with a bankruptcy trustee over the status of certain assets the Trustee claimed were property of the bankruptcy estate. The assets, $925,000, were proceeds of a litigation claim prosecuted by the Trustee in the name of the debtor, the surety’s principal. Our lawyers convinced the Court, on appeal, that the assets were not “property of the estate” and recovered the proceeds for the client. We are currently handling loan work-outs, bankruptcies and foreclosures for banking clients with claims ranging from a few thousand dollars to millions of dollars. These claims run the gamut of problem loan scenarios, such as multimillion-dollar loans to contractors with federal tax liens and New York Lien Law issues, the liquidations of small businesses with efforts to realize upon commercial collateral such as equipment, inventory and accounts, bankruptcies of businesses, collection actions against borrowers and guarantors, and foreclosures of residential and commercial real estate, including apartment complexes. OUR CREDITORS' RIGHTS ATTORNEYS: Ericka B. Elliott Rochester, NY Timothy P. Johnson Buffalo, NY David M. Tang Rochester, NY Andrew M. Washburn Rochester, NY

We help secure permits, comply with environmental regulations, negotiate contracts, resolve payment disputes, and address contract claims. We have experience working with all participants in the process. Our goal is simple: to reduce risk before, during and after the construction process. CONSTRUCTION LAW Building A Foundation Of Trust. When a large construction project involves hundreds of people, there is more potential for claims to arise. Land disputes, zoning regulations, payment disputes—anything can affect the course of a project. From pre-planning to project completion, our attorneys work hard to ensure that all parties minimize their risk and meet their contractual obligations. We also try to anticipate potential legal roadblocks so that the project stays on time and budget. We help secure permits, comply with environmental regulations, negotiate contracts, resolve payment disputes, and address contract claims. We have experience working with all participants in the process: owners, developers, architects, engineers, environmental consultants, sureties, contractors, banks and financing sources, and state and local governments. Our goal is simple: to reduce risk before, during and after the construction process. This helps to ensure a more profitable and efficient project for everyone. For more information about construction law, contact Leah Tarantino Cintineo Contact Leah RELEVANT EXPERIENCE CONCEPT TO CONSTRUCTION Negotiation with other professionals (architects, engineers, accountants, general contractors) Application assistance with venture capital sources, bank financing, local, state and federal government assistance programs Negotiation and preparation of construction financing and, if eligible, development grants and tax incentive programs (e.g., Historic and Brownfield tax credits) Introductions to and assistance with applications to county Industrial Development Agencies for construction assistance, real property tax relief and beneficial income tax credits Real estate acquisition and transfer assistance, including purchase and sale agreements, property title issues, options and rights of first refusal Recommendations to limit liability on construction projects and formation of appropriate legal entities (limited liability companies or corporations) to shield investors and principals Negotiation and preparation of specific development documents, including AIA agreements, for general contractors, project managers, construction managers and subcontractors Assistance in obtaining permits including presentations to local governments, State Environmental Quality Review Act review, zoning and planning board approvals Environmental due diligence assistance, including review of Phase I and II environmental reports, property transfer analysis and liability assessment under applicable state and federal statutes Brownfields redevelopment under New York’s Brownfield Cleanup Program, Environmental Restoration Program and Brownfield Opportunity Area Program CONSTRUCTION TO COMPLETION Assistance in wage issues including prevailing rates on public projects OSHA compliance issues and investigations Worksite accident claims, including negligence and New York scaffolding law issues Asbestos abatement claims, defense of New York and EPA enforcement matters and cost recovery claims against subcontractors and responsible entities for causing dry removal or releases Securing and negotiating payment and performance bonds Negotiating takeover and completion agreements for sureties, owners and contractors Change order review, negotiation and documentation Labor law questions regarding employee organizing, picketing and other issues COMPLETION TO COLLECTION Assistance in transforming construction financing into permanent mortgage or other long-term financing Review government compliance and completion issues, including reports to Industrial Development Agencies Resolving payment and breach of contract disputes through mediation, arbitration or litigation Prosecuting and defending payment and performance bond claims Preparation and enforcement of mechanic’s liens, lien foreclosure and Lien Law Article 3-A trust fund diversion claims Resolving delay damage, extra work, change order, project impact and wrongful termination claims Defending unpaid wage claims or employee benefit claims OUR CONSTRUCTION ATTORNEYS: Thomas F. Knab Buffalo, NY

Whether arguing in the courtroom or negotiating a settlement, we are your team and we play to win. Underberg & Kessler has achieved beneficial outcomes for a variety of public and private clients. We handle general civil litigation matters in all New York State and federal trial... LITIGATION The Team To Have In Your Court. The word “litigation” conjures up visions of Perry Mason, star witnesses and dramatic cross-examinations in stately courtrooms. In reality, good litigators do all they can to avoid costly trials. Negotiation, legwork and cost-management are just as important as courtroom skills in making sure that a lawsuit doesn’t burden your business and your life. Because litigation can be stressful, costly and time-consuming, it often diverts attention from core business. Underberg & Kessler’s Litigation Practice Group has the experience to handle complex disputes while effectively managing costs. We take the time to carefully assess the overall impact of litigation on your business operations and your bottom line. Whether arguing in the courtroom or negotiating a settlement, we are your team and we play to win. We have achieved beneficial outcomes for a variety of public and private clients. We handle general civil litigation matters in all New York State and federal trial and appellate courts, as well as alternative forums such as arbitration and mediation. We have considerable litigation experience in: - Corporate, LLC, and partnership disputes - Commercial contract disputes - Employment disputes - Workplace discrimination and harassment - Employee fraud, embezzlement and misappropriation - Non-competition, non-solicitation, faithless servant, and tortious interference claims - Disputes involving estates and trusts - Insurance defense - Environmental and toxic tort matters - Construction disputes - Real property disputes - Land use and zoning issues - Tax assessment challenges - Matrimonial and family law - Negligence and defamation actions - Medical malpractice defense - Personal injury actions For more information about litigation, contact Leah Tarantino Cintineo, chair of the practice group. Contact Leah RELEVANT EXPERIENCE FOR OUR INSURANCE COMPANY CLIENTS Defended a construction company in a wrongful death action. The plaintiff claimed that the defendant company negligently maintained heavy construction equipment. The claim was dismissed at conclusion of the trial. Represented a contractor against plaintiff’s claims that Multiple Chemical Sensitivity Syndrome was caused by an HVAC system designed and installed at an industrial plant. The claims were settled for nuisance value. Served as co-lead counsel for heavy-metal manufacturers and their insurers in a complex action brought by 13 plaintiffs who claimed that their Asymptomatic Multiple Sclerosis was aggravated by their exposure to certain metals. Most of the claims were dismissed on appeal. The rest were settled. Secured summary judgment for an insurance company in challenge to viability of an annuity sale. Serve as regional liaison counsel for defendants in hundreds of asbestos-related personal injury and wrongful death actions. Successfully defended a day care facility in a negligence action brought on behalf of an injured infant. Defended an insurance company against allegations of bad faith for its denial of a claim for long-term disability benefits. Defended numerous workplace personal injury claims, including amputation cases, repetitive stress injury claims and "closed-head" injury claims. FOR OUR BUSINESS CLIENTS After obtaining reversal of a $30 million judgment that had been entered prior to our representation, obtained a $1 million judgment against the other party for unpaid royalties due to our client for a proprietary manufacturing process. Successfully obtained dismissal of an assessment challenge at trial for failure to use correct valuation date. Successfully prosecuted a claim for copyright infringement against a real estate developer and his architect associates for copying proprietary architectural plans for luxury homes. Negotiated a multimillion-dollar assessment reduction for a manufacturing facility. Obtained summary judgment dismissing plaintiff’s specific performance claim. Successfully defended a local TV station against a substantial claim for libel. The station has been a client for more than 20 years. Successfully defended a commercial roofing system manufacturer against a claim for $500,000 in compensatory damages and $1 million in punitive damages for misrepresentation and fraud arising out of the sale and application of the system. We defended the same client in a class action suit brought by homeowners who used our client’s shingles and sheathing. Stopped a former employee of a high-tech company from disclosing the company's valuable manufacturing trade secrets. Successfully prosecuted a corporation's claim against an independent contractor for royalties and copyright infringement. The claim arose from the contractor’s unauthorized usage and sale of proprietary computer software. Negotiated a settlement for plaintiff wrongly denied a promotion based on age. Represent individuals in all aspects of family law, with particular emphasis on complex divorce litigation involving the valuation and equitable distribution of businesses and professional degrees, licenses and practices. Experienced in litigating corporate, partnership and limited partnership disputes, including dissolution proceedings and actions alleging shareholder oppression, fraud and breach of fiduciary duty. Obtained a preliminary injunction on behalf of client funeral home business against competitor funeral home business’ use of client’s trade name after competitor misappropriated client’s trade name. Successfully litigated contract disputes involving the commercial sale of goods. Obtained a $400,000 settlement from a major national health insurer on behalf of a physician whose claims for reimbursement for services had been wrongfully denied. Successfully litigated disputes involving distributorship and sales representative agreements. On behalf of a magazine publisher, obtained an order dismissing the complaint (which was upheld on appeal) in a class action lawsuit seeking recovery of subscription payments, brought by the subscribers to a magazine after the magazine ceased publication. FOR OUR MUNICIPAL CLIENTS Represented Monroe County in an action against design engineers and manufacturers of a sophisticated waste reclamation system. The result: We collected approximately $12 million in damages for the county. Prevailed in a highly contentious Civil Service Hearing justifying the termination of a police officer. Represented a consortium of three towns—Geneseo, Leicester and York—in all phases of the towns’ review of AKZO’s proposal to backfill one of the largest salt mines in the world with municipal solid waste ash. Defended a municipality against a former real estate developer who claimed that our client’s refusal to approve various projects and proposals constituted a conspiracy to deny him his civil rights. Persuaded Supreme Court and Appellate Division to overturn a Civil Service Hearing Officer’s decision, merely suspending an employee. Defended a town involved in a professional malpractice action where the plaintiff claimed our client obtained insufficient insurance for a public building later damaged by fire. Represented a county in a Superfund action related to its landfill, which is a designated hazardous waste. Successfully defended the Town of Orchard Park in a lawsuit brought by a major billboard developer, which alleged that the sign regulations in the town’s zoning ordinance violated its right to free speech under the First Amendment. The representation included the drafting of amendments of the town’s zoning ordinance to comply with the developing case law on sign regulation, as well as an appeal to the 2nd Circuit Court of Appeals. After the court issued a favorable decision on the town’s summary judgment motion, the billboard developer agreed to dismiss the case with prejudice. On behalf of the Buffalo Water Board and Sewer Authority, secured an order dismissing the complaint (which was upheld on appeal) in a class action challenging the agencies’ statutory authority to impose surcharges on delinquent ratepayers. On the eve of the 2008 elections, obtained a preliminary injunction in District Court (upheld by the 2nd Circuit Court of Appeals) on behalf of a major political party barring the New York State Board of Elections from changing the ballot for the 26th Congressional District of New York. FOR OUR BANKING AND FINANCIAL INSTITUTION CLIENTS Successfully represented a bank regarding alleged age discrimination in its discharge of long-term employees during “downsizing.” Successfully defended a bank trustee against claims brought by trust beneficiaries and the Resolution Trust Corporation regarding administration of a trust. Successfully defended a bank against charges of libel, slander, fraud and other liability claims. Successfully defended a local company against claims of alleged sexual harassment. Defended a bank-trustee against charges of mismanagement brought by beneficiaries of a multi-million-dollar trust. OUR LITIGATION ATTORNEYS: Ryan T. Biesenbach Rochester, NY Paul F. Keneally Rochester, NY Margaret E. Somerset Canandaigua, NY Mindy L. Zoghlin Rochester, NY Leah Tarantino Cintineo Rochester, NY Thomas F. Knab Buffalo, NY David M. Tang Rochester, NY Ericka B. Elliott Rochester, NY Colin D. Ramsey Buffalo, NY Tyler J. Wilson Rochester, NY David H. Fitch Rochester, NY Jennifer A. Shoemaker Rochester, NY Jacob H. Zoghlin Rochester, NY

Underberg & Kessler’s Health Care Group offers the broad range of legal services required by nursing homes, physicians and other health care providers HEALTH CARE LAW Consider Us The 911 For Health Care Providers. Today, health care providers assemble experts from a variety of medical specialties to give their patients the best possible care. At Underberg & Kessler, we do the same thing in providing legal representation to our health care clients. Whether they're doctors, insurers, hospitals or nursing homes, our clients turn to us for everything from day-to-day legal matters, to assistance with large projects, to malpractice litigation. Managed care. Malpractice. Professional ethics. Electronic medical records and other emerging medical technologies. Building new medical facilities. These are just a few of the issues facing the health care profession today. Encompassing social, medical, financial and ethical considerations, health care issues require diverse legal expertise and the ability to solve complicated problems, often with many stakeholders. Underberg & Kessler’s Health Care Group offers the broad range of legal services required by nursing homes, physicians and other health care providers, including: FOR PHYSICIAN AND DENTIST CLIENTS: - Employment agreements/disputes - Corporate compliance programs - Entity organizational matters - Assistance in audit reviews - Credentialing/privileges - Risk management/patient issues - Buy-sell arrangements and succession planning - Mergers and acquisitions - Malpractice defense - OPMC defense - OPD defense - Real estate leases and new building developments - Employment law advice - Medical record confidentiality matters - Contract drafting and review FOR LONG-TERM-CARE CLIENTS: - Regulatory compliance - Corporate compliance programs - Entity organizational matters and corporate governance - Risk management/patient issues - Real estate development and financing (commercial and tax exempt) - Malpractice and negligence defense - Employment law advice - Medical record confidentiality matters For more information about health care law, contact Dave Tang, chair of the practice group. Contact Dave RELEVANT EXPERIENCE Help health care providers prepare for, respond to and comply with New York State surveys. Our services include representation in matters related to enforcement proceedings. Represent nursing homes in all aspects of the collection process to improve the financial health of the facilities. Successfully appealed a New York State survey report to the Federal Health Care Financing Administration. The appeal resulted in a special federal survey that overturned the conclusions of the original New York State survey. Helped a nursing home complete bond issues to finance a new facility. Our services included representation on real estate matters related to the development of the facility. Risk management counseling following reportable/non-reportable incidents. We provide general representation on all aspects of health care law to individual practitioners and groups of physicians and dentists, including: Establishment and operation of professional corporations, limited liability companies and limited liability partnerships Establishment and administration of employee benefit plans Tax planning Assistance with the acquisition of medical technology and equipment Representation on reimbursement, licensing and credentialing issues Negotiation of capitated contracts with HMOs and other providers Representation of physicians with the Office of Professional Medical Conduct Development of corporate compliance plans Representation with insurer audits HIPAA compliance Medical records compliance Contract reviews including technology, electronic medical records, employment and leases Represented a group of employed physicians in purchasing a specialty practice from its founder/longtime owner. Successfully reversed a denial of coverage by a third-party payer to secure coverage for life-altering medical treatments for a young man whose insurance company had deemed the treatments experimental. Successfully defended a nursing home against multiple claims of neglect and abuse by the son of a resident whose records showed four years of exemplarily treatment by the facility and staff members. Successfully defended an alleged medical malpractice claim against a well-established internist by a patient who suffered a remote but serious side effect of a medication prescribed by him to treat a chronic and serious medical condition. Successfully defended a medical specialty group in a medical malpractice action alleging the late diagnosis of breast cancer. Successfully defended a hospital system in a medical malpractice action alleging medical negligence in the management of the delivery of an infant with fetal distress. OUR HEALTH CARE ATTORNEYS: Ericka B. Elliott Rochester, NY Colin D. Ramsey Buffalo, NY David H. Fitch Rochester, NY Margaret E. Somerset Canandaigua, NY Steven R. Gersz Rochester, NY David M. Tang Rochester, NY Anna E. Lynch Rochester, NY

Underberg & Kessler works at bringing people together to achieve consensus on difficult issues. We defend municipalities and school districts when actions are taken against them, and in public liability claims. We also take care of the day-to-day legal responsibilities of municipal governments. MUNICIPAL LAW Bringing Together A Community Of Interests. Working with municipalities and public entities requires the tact and persuasiveness of a diplomat. That's because cases involving communities and their governments usually have a diverse number of stakeholders who are often at odds. Whether it’s a village, a county, a city, public authority or related public agencies, Underberg & Kessler’s Municipal Practice Group works at bringing people together to achieve consensus on difficult issues. We defend municipalities and public entities when actions are taken against them, and in public liability claims. We also take care of the day-to-day legal responsibilities of municipal governments, such as zoning and planning, tax assessment and legislative drafting. We represent towns, villages, cities, municipal boards, and public authorities in all aspects of municipal law, including: - Zoning and planning - Environmental and land use matters - Real estate development - Planning and zoning board counseling - Economic development - Capital and public works projects - Financing and construction - Creation of improvement districts - Tax certiorari matters - Article 78 proceedings - Contract preparation - Public finance/bond counsel services - Public liability claims - Preparation of local legislation - Collective bargaining - Civil Service proceedings For more information about municipal law, contact Jacob H. Zoghlin, chair of the practice group. Contact Jacob RELEVANT EXPERIENCE Acted as Bond Counsel for a Public Authority in connection with a $63 million Bond Issuance consisting of new construction funding in the amount of $8 million, for water utility improvements and refunding $55 million of outstanding bonds that were issued from 1995 through 2002. The total Issue was sold as Variable Rate Debt utilizing Auction Rate Securities, and the transaction utilized a Qualified Hedge in the form of an Interest Rate Swap Agreement to hedge a synthetic fixed rate against fluctuations in the variable rate interest costs. Served as Bond Counsel for a number of different municipalities in connection with financings with the New York State Environmental Facilities Corporation. Such transactions consisted of bond sales and notes sales under the New York State Clean Water Revolving Fund for sanitary sewer facilities and under the New York State Drinking Water Revolving Fund for water facilities. Acted as Issuer’s Counsel for various County Industrial Development Agencies in connection with the sale of Civic Facility Industrial Revenue Bonds for the construction of additions to and renovations of various hospitals throughout New York State. Acted as Underwriter’s Counsel to major Wall Street investment banks in transactions involving short-term tax-free municipal securities such as Revenue Anticipation Notes (RANS) including a sale of RANS in the amount of $125 million to assist a large municipality in funding short-term budget deficits. Assisted communities in the formation and organization of Improvement Districts such as water, sewer and drainage districts, including the financing of related infrastructure through the issuance of bonds, bond anticipation notes, and various federal and state funding programs. Represented numerous municipalities in connection with large-scale manufacturing/industrial projects. Engagements have involved all aspects of permitting, including planning, zoning, infrastructure development, and related Article 78 litigation and appeals, as well as the negotiation of tax and economic incentives. Acted as counsel on behalf of industrial development agencies in the acquisition, financing, development and sale of agency-owned industrial parks, as well as the implementation of various New York State economic development programs, such as the New York State Governor’s Office of Small Cities Grant program, the New York State Department of Transportation Industrial Access Program and Multi-Modal Program, and various programs in conjunction with the Empire State Development Corporation. Assisted many municipalities in the development of major capital projects, such as town/village offices, public safety facilities, highways, water treatment plants and utility systems. Engagements have involved such things as collaborating with project engineers in the design phase, the acquisition of necessary lands either through negotiation or eminent domain proceedings, the management and administration of construction contracts, and the financing of such improvements through bond sales. Successfully represented two counties in transactions to privatize county-owned landfills. Engagements involved significant contractual negotiations, SEQR proceedings, legislative hearings, defense of Article 78 proceedings and related appeals. Transactions resulted in counties acquiring millions of dollars of new revenues sources. Drafted local laws for numerous communities, covering such topics as the regulation of cell towers, wind turbines, solid waste, sign regulations and general zoning regulations. Formation of Local Development Companies to assist municipalities and public agencies in economic development. Representation of local governments in Brownfield investigations, enforcement and redevelopment matters. Litigated numerous Article 75 proceedings concerning employee terminations and other disciplinary actions, including issuance of charges, hearing, post-hearing briefs and appeal to state court, as well as grievances involving employee discipline and other collective bargaining agreement issues. Represented many municipal entities in litigation in both state and federal court, as well as administrative agencies (EEOC, Division of Human Rights, PERB) regarding employment discrimination claims, labor law issues, reasonable accommodation issues, and constitutional claims (such as First Amendment speech claims, First Amendment political affiliation claims and due process claims). Represented municipalities in negotiation of collective bargaining agreements with labor unions representing municipal employees. Successfully defended many different municipalities in a variety of litigation matters ranging from Article 78 proceedings challenging zoning decisions and other board actions, construction claims, personal injury claims and contract claims. Assisted town and village planning boards and zoning boards of appeal in large-scale development projects, including residential subdivisions, multifamily developments and commercial development. Engagements include assistance in site plan and subdivision approvals, rezoning applications, variance applications, special-use permit applications and SEQR compliance, as well defense of such actions in Article 78 proceedings. OUR MUNICIPAL LAW ATTORNEYS: James A. Coniglio Geneseo, NY Tyler J. Wilson Rochester, NY Ericka B. Elliott Rochester, NY Jacob H. Zoghlin Rochester, NY David H. Fitch Rochester, NY Mindy L. Zoghlin Rochester, NY Paul F. Keneally Rochester, NY