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Bankruptcy and Creditors’ Rights
The Cors & Bassett bankruptcy attorneys represent secured and unsecured lenders, debtors and various parties in Chapter 7 liquidations, Chapter 11 reorganizations and other bankruptcy-related matters. We also have extensive experience with workouts and complex restructurings of businesses. Our work with creditors includes assistance with collections and liquidations.
The C&B bankruptcy attorneys also represent clients in various bankruptcy proceedings in U.S. bankruptcy courts. We have successfully represented clients in defending against preference and other avoidance claims. We have also represented financial institutions in defending against various lender liability claims. C&B bankruptcy attorneys regularly counsel our business clients with credit management advice, and our experience and expertise helps our clients to avoid pitfalls and enhance their relationships with current and prospective customers.
Bankruptcy and Creditors’
Rights Attorneys:
Kevin R. Feazell
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Business Law and Transactions
Business owners and executives operate in a fast-paced, demanding and increasingly competitive environment. The business attorneys at C&B have the experience, depth and expertise to respond proactively and efficiently regardless of what issues our business clients are facing. We are equipped to handle legal issues at all stages of a company’s life, including start-up, day-to-day operations, mergers, acquisitions, sales and transitions to the next generation of executives. Our attorneys work diligently to learn each client’s business in order to offer legal and business advice that contributes to the growth and productivity of our business clients.
The C&B business attorneys represent both emerging and established businesses in all of their business transactions. Following is a brief description of some of the services we offer to our business clients:
• Provide recommendations on initial capital raising and organizational form.
• Draft incorporation, organization and other business formation documents.
• Engage in industry and competitor research to aid our clients in setting themselves apart in the marketplace.
• Manage executive compensation issues.
• Negotiate contracts with our clients’ vendors and customers that minimize liability and maximize profitability for our clients.
• Assist in securities, tax and other governmental compliance.
Secure working capital for growing clients through creative financing techniques.
• Perform due diligence and provide recommendations on companies that our clients have identified as acquisition targets.
• Provide succession planning for smooth transitions of ownership.
• Negotiate contracts for the sale and purchase of business assets that achieve our clients’ goals and objectives.
• Provide counsel on the most tax-effective ways to operate and grow our clients’ businesses by keeping informed of all current and pending tax laws affecting our clients’ businesses.
Business Law and Transactions
Attorneys:
Kenneth B. Bassett
Joseph S. Burns
James J. Carroll
Kevin M. Dineen
Robert G. Edmiston
Andrew C. Emmert
Kevin R. Feazell
Stephen S. Holmes
Janet L. Houston
Kenneth H. Kinder
II
William G. Kohlhepp
Michelle A. Mullee
Matt S. Parrish
David H. Todd
Richard J. Valleau
Teresa R. Wade
Sara Straight Wolf
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Computer
Law and E-Commerce
Electronic communication and the world-wide web offer unlimited expansion potential for businesses that are keen and adaptive to this ever-changing business environment. The Cors & Bassett e-commerce attorneys are adept at counseling clients on the strategic and legal implications of client e-commerce initiatives. Some of the specific services provided by the C&B e-commerce attorneys are:
• Counseling in regard to legally compliant and effective online selling practices
• Development of intellectual property portfolios including copyrights, trademarks and licenses
• Drafting of online privacy policies for client websites
• Educating clients about privacy laws and regulations including the Gramm-Leach-Bliley Act and HIPAA
• Drafting of electronic communications policies
• Assistance with confidential business information, license and trade secret protection
C&B e-commerce attorneys have represented software developers, manufacturers, distributors, telecommunications providers, transportation companies, financial institutions and other businesses engaged in e-commerce transactions.
Computer Law and E-Commerce
Attorneys:
Kevin R. Feazell
Michelle A. Mullee
Sara Straight Wolf
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Construction
Owners, developers, architects, engineers, suppliers, general contractors, subcontractors and construction managers seek the advice and counsel of Cors & Bassett construction attorneys from the conceptual stage of construction projects all the way through project completion. Services provided by C&B construction attorneys include:
• Conceptualization and negotiation of construction contracts on behalf of architects, engineers, owners and contractors
• Assistance with site identification and acquisition
• Negotiation and drafting of construction and design professional agreements
• Counseling in regard to project delivery timetables, insurance issues, environmental and OSHA considerations and risk and liability assessment
• Negotiation and drafting of bid documents
• Mediation, arbitration and/or litigation of work disputes, delay claims, bid disputes, mechanic’s lien disputes and other construction claims
Construction Attorneys:
David L. Barth
Joseph S. Burns
James J. Carroll
Kevin R. Feazell
R. Scott Hughes
Jesse R. Lipcius
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Employee
Benefits
The complex and sometimes murky laws and regulations governing employee benefit and executive compensation plans require precise drafting, technical savvy and a future-oriented approach that stays abreast of changes and trends in the law. The Cors & Bassett employee benefit attorneys posses all of these traits. Knowing the law is not enough – it must be coupled with an understanding of our clients’ businesses and how the application of the law serves those businesses and employee benefit plans. Services provided by C&B employee benefit attorneys include:
• Assessment of business needs, compensation philosophy and financial constraints
• Drafting and assistance with maintenance of tax-qualified retirement plans, including 401(k) and pension plans
• Negotiation and drafting of executive compensation and incentive plans
• Drafting of employee stock option plans, employee stock ownership plans (ESOPs) and other equity-based incentive compensation arrangements
• Counseling in regard to benefit plan terminations and the reversion of pension plan assets
• Identification of employee benefit and executive compensation issues in business transactions such as mergers, acquisitions and divestures
• Negotiation and drafting of supplemental retirement and other non-qualified deferred compensation plans, including funding arrangements through insurance plans and trusts
• Drafting of Section 125 employee cafeteria plans
• Assistance with COBRA health care continuation issues and HIPAA compliance
• Advising plan sponsors, administrators and trustees regarding ERISA fiduciary standards and reporting and disclosure requirements
• Litigation of ERISA disputes
• Compliance with all federal and state agency reporting requirements (IRS, Department of Labor, SEC, Pension Benefit Guaranty Corporation)
• Negotiation and drafting of early retirement and severance agreements
Employee Benefits Attorneys:
Kenneth H. Kinder
II
Hans M. Zimmer
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Environmental
The Cors & Bassett environmental attorneys develop viable business solutions and resolved disputes for clients facing the complex myriad of environmental regulations. Services provided by our environmental attorneys include:
• Investigation and cleanup of contaminated sites under mandatory and voluntary cleanup programs, including Brownfield redevelopments
• Assistance with air, water and solid and hazardous waste permitting and compliance issues
• Counseling in regard to structuring of environmental compliance programs and plans
• Defense of civil, criminal and administrative enforcement actions
• Superfund defense and cost recovery litigation
• Defense of air, water, solid and hazardous waste claims
• Negotiation and drafting of environmental settlement agreements and corrective policies
Environmental Attorneys:
Joseph S. Burns
Jeffrey J. Harmon
David J. Schmitt
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Estate
Planning and Probate
The Cors & Bassett estate planning and probate attorneys have the requisite expertise and experience to handle the complexities and legal intricacies inherent in the estate planning process. With designations such as L.L.M. in Taxation and CPA, our estate planning attorneys are skilled at minimizing the tax burden on our clients. Protection and preservation of our clients’ accumulated wealth is the hallmark of C&B’s estate planning and probate group. More specifically, the Cors & Bassett estate planning and probate attorneys provide the following services:
1. Estate, Retirement and Liquidity Planning
• Preparation of testamentary and inter vivos trusts
• Crafting of trust dispositions that assure usage of the applicable exemptions from federal and state gift, estate and generation-skipping taxes
• Utilization of the most current estate planning techniques
• Assistance in planning for distributions from client retirement plans to minimize tax exposure
• Drafting of customized beneficiary designations to allow disclaimers, division of accounts and other post-mortem strategies that achieve family planning goals
• Counseling on the selection and ownership of life insurance, including formation of irrevocable life insurance trusts
• Addressing estate liquidity issues to avoid forced liquidation of estate assets in order to pay taxes, debts or costs of administration
• Preparation of federal and state estate and gift tax returns
2. Business Succession Planning
• Drafting documents such as buy-sell agreements to restrict transfers or require redemptions and cross purchases in order to assure continuity in management and succession to control
• Advising business owners in the process of selecting and training family members or others to succeed to management responsibilities and of implementing plans to assure their succession to effective management control
3. Trust and Estate Administration
• Preparation of probate documents such as inventories and periodic accountings
• Non-judicial trust administration in compliance with the Ohio Trust Code and other trust laws
• Litigation of issues involving construction and interpretation of wills and trusts
4. Charitable Planning
• Assistance with the procurement of non-profit and 501(c)(3) classifications for businesses
• Formation of charitable remainder trusts and charitable lead trusts
• Maximization of tax benefits available under federal and state charitable contribution rules
The Cors & Bassett estate planning and probate attorneys believe that top-notch planning often involves a client education component. As our clients are introduced to planning concepts, asked the right questions and involved in planning discussions from the outset of our representation, the expertise of our attorneys is effectively leveraged to provide the highest benefit (often in the form of tax savings) to our clients.
Estate Planning and Probate Attorneys:
Kenneth B. Bassett
L. Barry Cors
Kevin M. Dineen
Robert G. Edmiston
Andrew C. Emmert
Janet L. Houston
Kenneth H. Kinder
II
Richard J. Valleau
Teresa R. Wade
David L. Zerbe
Hans M. Zimmer
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Family
Cors & Bassett family law attorneys represent clients in a wide range of domestic matters. Services provided by C&B family law attorneys include:
• Negotiation and drafting of prenuptial agreements
• Dissolution and divorce proceedings
• Child custody and parenting issues
• Guardianship, paternity, and adoption proceedings
Family Attorneys:
Michael L. Gay
Teresa R. Wade
David L. Zerbe
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Intellectual
Property
Key to the long-term survival and growth of any for-profit business is the protection of its intellectual property. Proactive steps must be taken in order to capitalize on the legal protection offered under federal and state intellectual property laws. The experienced Cors & Bassett intellectual property attorneys represent business and inventors in the identification, procurement and protection of all forms of intellectual property including copyrights, trademarks, trade secrets and licenses but excluding patents. Services provided by our intellectual property attorneys include:
• Preparation and prosecution of copyright and trademark applications
• Drafting of business contracts that create enforceable intellectual property rights
• Conducting of trademark searches for word, design and service marks
• Counseling in regard to the development of client IP strategies
• Performance of intellectual property due diligence in merger and acquisition transactions
• Negotiation and drafting of licensing and franchising agreements
• Assistance with short-term and long-term licensing strategies that are deployable, maintainable and ultimately profitable
• Counseling in regard to the assignment or transfer of intellectual property rights
• Procurement of copyright protection for all works of authorship, including computer software, consumer products, brochures, catalogs and literature
• Litigation involving trademark infringement, Lanham Act false advertising claims, copyright infringement and theft of trade secrets
Intellectual Property
Attorneys:
David L. Barth
Kevin R. Feazell
Michelle A. Mullee
Matt S. Parrish
Sara Straight Wolf
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International
Cors & Bassett international law attorneys represent clients in a variety of international transactions. Services offered by our international law attorneys include:
• Arrangement of international joint ventures
• Negotiation and drafting of cross-border business agreements including international manufacturing and distribution agreements
• Organization of foreign subsidiaries
• Counseling in regard to international tax matters
• Facilitation of import/export issues including entry and admissibility issues, preferential trade programs such as NAFTA and import/export regulatory compliance
• Negotiation and drafting of international license agreements
• Assistance with international protection of intellectual property
International Attorneys:
Matt S. Parrish
Richard J. Valleau
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Labor
and Employment
Today, employers must operate in a highly
regulated, litigious business climate. The
firm prides itself on helping employers
minimize the legal risks involved in making
employment decisions without compromising
business needs. In this regard, our employment
law attorneys develop strong relationships
with our clients' Human Resource professionals,
so that they always know that help on any
employment law issue is only a telephone
call or email away. Because of the depth
of C&B's labor and employment team,
we are able to provide assistance on even
the most urgent of matters.
When dealing with a particular employment
law matter, our attorneys quickly gather
all relevant information regarding the needs
of the business unit and the circumstances
of all employees who might be affected by
the client's decision, and outline with
the client all potential options and the
risks and benefits associated with each
option. Although not common in many law
firms, C&B employment attorneys will
also provide a recommendation to the client
as to how we would handle the matter if
we were the employer. Our attorneys then
work with the client to minimize risks associated
with whichever option the client chooses.
Although we could fill page after page
with the many things our employment attorneys
do to assist clients on a daily basis, the
following is a brief description of some
of the many things we do for our clients.
Specifically we:
• Design policies and practices that
minimize the risk of successful claims of
discrimination, equal pay violations, breach
of employment contract, wrongful or retaliatory
discharge.
• Advise clients on the changes in
federal and state employment laws such as
Title VII, wage/hour laws, Family Medical
Leave Act (FMLA), the Americans with Disabilities
Act (ADA).
• Evaluate employment vulnerabilities
through review of personnel policies or
handbooks, and management training.
• Assist employers in conducting internal
investigations into employee complaints
of harassment, discrimination, violence
in the workplace and other matters.
• Draft employment agreements, non-competition
agreements, confidentiality agreements and
policies, invention agreements and other
documents, which protect clients’
trade secrets and other confidential information.
• Help clients plan and implement
individual terminations of employment and
group reductions in force that comply with
federal and state WARN statutes and minimize
the risk of discrimination claims, including
the drafting of appropriate severance agreements
and communications to affected employees.
• Assist clients on how to implement
pro-active strategies for remaining union
free and how to respond to first signs of
card signing activity.
• Advise clients on how to comply
with the Occupational Safety and Health
Act (OSHA) violations and represent clients
accused of OSHA violations.
Sometimes, our clients come to us after
they have been charged with discrimination
or after they have been sued for wrongful
discharge, sexual harassment or the like.
C&B has decades of experience in employment
litigation including: litigation of wrongful
discharge cases and discrimination cases;
litigation involving breaches of employment
agreements, and non-competition and non-disclosure
agreements; defense of unemployment benefits
claims and workers compensation claims;
and representation of employers before the
Equal Employment Opportunity Commission,
Occupational Safety and Health Administration,
and other federal, Ohio and Kentucky agencies.
The firm also has a long, rich history of
assisting clients with traditional labor
law issues, a rare find in the Greater Cincinnati
legal community. In this regard, we have
assisted countless clients in the following:
negotiation and administration of collective
bargaining agreements in the private and
public sectors, arbitrating contractual
labor disputes, resisting organization attempts,
and representing clients in proceedings
before the National Labor Relations Board.
The firm advises and assists clients in
the planning, development and implementation
of both defined benefit and defined contribution plans. Experienced attorneys draft employee
benefit program documents, submit the program
for qualification by the Internal Revenue
Service and other regulatory agencies, and
advise on the termination of plans that
no longer serve the client’s goals.
They also assist clients in the development
of non-qualified plans for key employees.
All employee benefit plans are developed
to fit specific needs while integrating
employee benefit matters within the overall
estate planning, tax and business goals.
Labor and Employment
Attorneys:
David L. Barth
Kenneth B. Bassett
Susan R. Bell
Joseph S. Burns
Curtis L. Cornett
Rachael D. Deep
Hal F. Franke
Robert J. Hollingsworth
R. Scott Hughes
Jesse R. Lipcius
Paul R. Moran
Teresa R. Wade
Katharine C. Weber
Sara Straight Wolf
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Liquor
and Hospitality
The Cors & Bassett liquor and hospitality attorneys represent restaurants, bars and other hospitality businesses. Services provided by C&B liquor and hospitality attorneys include:
• Assistance with franchising due diligence
• Structuring and establishment of franchises
• Procurement, maintenance and transfer of vendor, food and liquor licenses
• Counsel in regard to effective state and local government relations
• Assistance with federal, state and local regulatory compliance
• Representation before various regulatory agencies including the Ohio Department of Health and Ohio Department of Commerce, Division of Liquor Control
Liquor and Hospitality
Attorneys:
Stephen S. Holmes
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Litigation
The litigation attorneys of C&B have
extensive experience in trial, appellate
and administrative proceedings before state
and federal courts and agencies. Our skilled
litigators also represent clients in arbitration
hearings, mediation and other forms of dispute
resolution. Our litigators consult with
and work with other C&B attorneys in
our various specialty areas to bring that
expertise to the successful resolution of
complex litigation and other contested matters.
Litigation Attorneys:
David L. Barth
Susan R. Bell
Curtis L. Cornett
Rachael D. Deep
Kevin R. Feazell
Michael L. Gay
Jeffrey J. Harmon
Robert J. Hollingsworth
R. Scott Hughes
Jesse R. Lipcius
Paul R. Moran
David J. Schmitt
Teresa R. Wade
Katharine C. Weber
David L. Zerbe
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Personal
Injury
The Cors & Bassett personal injury attorneys have extensive experience in the representation of clients injured by automobile accidents, defective products, and the negligence of others (including medical malpractice claims). C&B personal injury attorneys work diligently and efficiently to obtain fair compensation for our clients’ injuries. Personal injury services are offered in Ohio, Kentucky and Indiana.
Personal Injury Attorneys:
Michael L. Gay
R. Scott Hughes
David L. Zerbe
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Real
Estate and Zoning
Cors & Bassett offers a full range of services for commercial and residential real estate transactions, reflecting the depth and experience of our real estate attorneys. Following is a brief description of some of the services we offer to our real estate clients:
• Negotiate and draft real estate purchase contracts.
• Provide recommendations on forms of property ownership, minimization of transfer taxes and structure of real estate purchases and sales.
• Draft real estate deeds.
• Represent lenders and borrowers in providing and procuring real estate financing.
• Negotiate and draft residential and commercial lease agreements on behalf of landlords and tenants.
• Counsel municipalities and property owners regarding zoning compliance and modifications, including requests for variances and zoning reclassifications.
• Assist principals in the planning and implementation of residential subdivisions, condominium and planned use developments, and commercial and retail centers.
• Represent clients before planning commissions, boards of zoning appeals and boards of revisions.
Through Cors & Bassett’s in-house title agency, Sawyer Point Title, Inc., the firm provides title examinations and title opinions and offers mortgage and owners title insurance. The Cors & Bassett real estate attorneys are experienced, highly skilled and prepared to handle whatever issues may arise in a given real estate transaction, no matter how complex.
Real Estate and Zoning
Attorneys:
Kenneth B. Bassett
Joseph S. Burns
James J. Carroll
L. Barry Cors
Kevin M. Dineen
Robert G. Edmiston
Andrew C. Emmert
Kevin R. Feazell
Jeffrey J. Harmon
Stephen S. Holmes
David H. Todd
Richard J. Valleau
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Securities
and Financing Transactions
Expertise in securities laws and complex financing transactions is something Cors & Bassett business clients expect. The C&B securities attorneys provide counsel at every stage of securities transactions, from capital raising to refinancing to federal and state regulatory hearings and litigation.
Our securities attorneys represent financial institutions in a variety of transactions including mortgage and business loans, issuance of letters of credit, acquisition financing and compliance under federal and state securities laws. We represent borrowers in negotiating and obtaining financing that comports with their individual and business goals while minimizing their tax liability. C&B securities attorneys advise venture capital firms and angel investors in providing capital to emerging companies.
We also represent public company clients and provide services including:
• Initial and secondary public offerings
• Shelf registration statements
• Advising and assisting on Sarbanes-Oxley and corporate governance requirements
• Counseling on periodic reporting obligations and public disclosure requirements.
Securities and Financing
Transactions Attorneys:
Joseph R. Burns
Kevin M. Dineen
William G. Kohlhepp
Matt S. Parrish
Richard J. Valleau
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Taxation
The Cors & Bassett taxation attorneys are experienced in all areas of taxation including personal taxation, estate and gift taxation, corporate taxation, partnership taxation and tax-exempt organizations. We counsel clients in personal tax matters, business and real estate transactions, executive compensation matters, like kind exchanges, tax planning matters including estate and gift taxation, exempt organization matters and tax controversies and disputes. Cors & Bassett represents a full spectrum of clients from publicly held corporations and financial institutions to closely held corporations, partnerships and nonprofit organizations. Specific services provided by Cors & Bassett taxation attorneys include:
• Preparation of federal and state individual, corporate, partnership, franchise, sales, commercial activity and estate and gift tax returns
• Designing of executive compensation arrangements such as deferred compensation plans, stock options and other equity-based incentive plans
• Preparation of applications for property and sales tax exemptions
• Preparation of annual returns for 501(c)(3) tax-exempt organizations
• Representation of taxpayers before the IRS and other tax authorities in examinations, audits and administrative appeals, and in litigation before the Tax, Claims and District Court, as well as before state and local courts
Taxation Attorneys:
L. Barry Cors
Janet L. Houston
Kenneth H. Kinder
II
William G. Kohlhepp
Matt S. Parrish
Richard J. Valleau
Hans M. Zimmer
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Transportation
Cors & Bassett has represented transportation industry clients for over 40 years. C&B transportation attorneys represent motor carriers, intermediaries, shippers and third party logistics providers in a wide variety of transportation matters. Services provided by C&B transportation attorneys include:
• Negotiation and drafting of motor carrier, broker, freight forwarder, and dealer/distributor agreements
• Assistance with logistics issues including calculation of hours of service
• Preparation and filing of motor carrier and broker license applications
• Negotiation, arbitration and litigation of freight and cargo loss, damage and delay claims
• Counsel in regard to resistance of union organization attempts
• Representation of carriers in proceedings before the National Labor Relations Board
• Assistance with motor carrier safety issues, including hazardous materials and other regulatory compliance
• Negotiation and administration of collective bargaining agreements, including arbitration of contractual disputes
• Representation of carriers before various government agencies including the Department of Transportation, Federal Highway Administration and Federal Motor Carrier Safety Administration
• Counsel in regard to matters of homeland and transportation security
Cors & Bassett has an outstanding record of defending motor carriers in discrimination, ADA, wrongful discharge and other cases brought in federal district courts. In recent years, C&B transportation attorneys have successfully defended carriers in the following federal cases:
Equal Employment Opportunity Commission v. Watkins Motor Lines, 463 F.3d 436 (6th Cir. 2006)
Booth v. Roadway Express, 2005 U.S. Dist. LEXIS 38420 (S.D. Ohio 2005)
Tooson v. Roadway Express, 47 Fed. Appx. 370 (6th Cir. 2002)
Fogle v. Roadway Express, 10 Fed. Appx. 267 (6th Cir. 2001)
Vaughn v. Watkins Motor Lines, 2000 U.S. Dist. LEXIS 22048 (S.D. Ohio 2000)
Moore v. Roadway Express, Case No. C-2-97-1353 (S.D. Ohio 1997)
Transportation Attorneys:
David L. Barth
Susan R. Bell
Joseph S. Burns
Curtis L. Cornett
Hal F. Franke
Jeffrey J. Harmon
Robert J. Hollingsworth
Stephen S. Holmes
Jesse R. Lipcius
Paul R. Moran
Teresa R. Wade
Katharine C. Weber
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Workers’
Compensation
In addition to representing clients in labor and employment matters, Cors & Bassett represents state-funded and self-insured employers in workers’ compensation matters before the Ohio Bureau of Workers’ Compensation, Industrial Commission of Ohio and Ohio state courts. Services provided by the experienced C&B workers’ compensation attorneys include:
• Defense of injury or occupational disease claims, including wage loss, medical treatment, permanent partial disability, temporary total disability, permanent total disability and violations of specific safety requirements
• Representation and counsel in regard to premium calculations and experience ratings
• Assistance with proactive workers’ compensation cost containment
• Investigation, arbitration and litigation of fraudulent claims
• Negotiation of favorable claim settlements for clients
Workers' Compensation
Attorneys:
Stephen S. Holmes
David J. Schmitt
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