CURRICULUM VITAE

R. Kymn Harp

Arnstein & Lehr LLP
120 S. Riverside Plaza, Suite 1200
Chicago, Illinois 60606
Telephone: (312) 876-7100
Direct: (312) 876-6907
Facsimile: (312) 876-6278
E-Mail: rkharp@arnstein.com

Birth Date and Place:

July 22,1953, Evansville, Indiana

Law School:

John Marshall Law School Chicago, Illinois
Juris Doctor, 1978

College Education:

Wabash College Crawfordsville, Indiana
Bachelor of Arts, 1975

Attorney/ Partner
Arnstein & Lehr LLP
120 S. Riverside Plaza, Suite 1200
Chicago, Illinois 60606

Professional Licenses:

Admitted to Illinois Bar, 1978
Admitted to Indiana Bar, 1986
Admitted to New Mexico Bar, 2001
U.S. District Court, N.D., Illinois, 1978
Federal Trial Bar, N.D., Illinois, 1986
U.S. District Court, N.D., Indiana, 1986
U.S. District Court, S.D., Indiana, 1986

Illinois Real Estate Broker, 1980

Professional Associations:

Illinois State Bar Association
Indiana State Bar Association
State Bar of New Mexico
Illinois Real Estate Lawyers Association
Illinois Bankers Association, Associate Member
Community Bankers Association of Illinois
International Council of Shopping Centers

Recipient, First Place, ISBA Lincoln Award for Excellence in Legal Writing, 1988
Recipient, Association of Illinois Townships Council on Youth ("AITCOY") Award for Outstanding Volunteer of the Year, 2001.

Articles Authored:

10 Things Every Buyer Needs to *Close a Commercial Real Estate Loan
When "Wrap-Around Mortgages Return" *The Time to Plan is NOW
"RICO" the 'Pattern Limitation", Illinois Bar Journal Feb.1988

Practice Concentration:

Banking and Commercial Real Estate Lending; Commercial Real Estate Transactions and Development; Purchase and Sale of Businesses; Business Law; Corporate and Business Ownership Law

Banking and Commercial Real Estate Lending:

Practice includes representation of state and national banks in commercial real estate lending and loan documentation; loan participations; UCC financing and UCC foreclosure sales; loan work-out agreements; etc.; and representation of state and national banks and bank holding companies in branch bank expansion; bank acquisitions; new bank facility development; bank holding company loans; bank holding company mergers; engagement and retention of bank personnel; shareholder liasion and interaction; and other internal and external business matters, including regulatory interaction with the FDIC, Federal Reserve, OCC and the Illinois OBRE.

Commercial Real Estate Transactions and Development:

Practice includes purchase, sale, leasing and financing of commercial, office and industrial real estate, including shopping centers, office buildings, factories, warehouses, parking lots, restaurants, vacant land, etc.; Contract preparation and negotiation; Preparation of Declarations of Covenants, Conditions, Easements and Restrictions for commercial and residential developments; Preparation of master leasing formats, commercial ground leases, office leases, shopping center leases, and industrial building leases; Zoning and land use issues; Representation of commercial tenants and landlords; title analysis and title clearance; Evaluation of environmental audit reports; Closings; Like-kind exchanges; HUD insured multi-unit financing; Illinois Housing Development Authority (IHDA) multi-unit financing, real estate loan documentation, etc.

Purchase and Sale of Businesses:

Practice includes contract preparation and negotiation; Preparation of closing documentation and Seller financing documentation; Restrictive covenants; Employment contracts; Documents of transfer; Notices to governmental authorities, etc.; Extensive experience in handling sales and purchases of restaurants (over 200 transactions) particularly with seller financing; Purchase and sale of banks and bank holding companies; Purchase and sale of industrial/manufacturing businesses; Purchase and sale of small businesses and professional practices, e.g. dental practices, insurance agencies, dry cleaners, accounting practices, hair salons, etc.

Business Law:

Practice includes advising and representing banks and small businesses as to a wide variety of general business issues such as commercial transactions, contracts and contract enforcement, employment and personnel issues; Collection of debts; Preparation and review of confidentiality agreements; Dispute resolution and mediation; Governmental relations; Preparation and negotiation of consulting agreements; UCC sales; Loan documentation; Loan work-out agreements; etc.

Corporate and Business Ownership Law:

Practice includes formation and representation of limited liability companies (LLC's) corporations, general partnerships, limited partnerships, joint ventures, etc.; Stock transfers; Evaluation of securities issues for private placements; Preparation and negotiation of shareholder agreements; Advice on appropriate business entity; Buy-sell agreements; Shareholder dispute resolution; Partner dispute resolution; Shareholder and directors meetings; etc.

Questions? Comments? Contact R Kymn Harp