Cavitch Familo & Durkin, Co., L.P.A. FindLaw IM Template2026-11-11T21:14:31Zhttps://www.cavitch.com/feed/atom/WordPress/wp-content/uploads/sites/1603528/2022/05/cropped-cavitch-site-icon-32x32.jpgby Michael Rasor<![CDATA[Independent Film Financing: Why Producers Should Not Ignore Federal and State Securities Laws]]>https://www.cavitch.com/?p=2577232026-11-11T16:26:23Z2026-11-11T16:16:57ZWhen Is A Film Investment A Security?
The federal securities laws apply to a broad range of investment arrangements. A traditional sale of stock in a production company is an obvious example, but securities can take many other forms.
For example, a producer might offer an investor:
repayment of the investor's principal plus a percentage of film receipts;
a percentage of profits from exploitation of the film;
a preferred return on invested capital;
an interest in a production LLC;
a contractual right to participate in film revenues; or
another arrangement in which the investor contributes money with the expectation of receiving a financial return based substantially on the efforts of the producer or production team.
The fact that an investor does not receive voting rights or an ownership interest in the production company does not necessarily remove the transaction from the securities laws.
The federal securities laws generally require securities offerings to be registered with the Securities and Exchange Commission (SEC) unless an exemption from registration is available. Private offerings frequently rely on exemptions such as Section 4(a)(2) of the Securities Act or, more commonly for smaller offerings, Regulation D.
"We're Only Selling To Friends And Family" Is Not A Securities Exemption
One of the most common misconceptions among independent filmmakers is that a private offering does not implicate securities laws because the investors are friends, family members, business associates, or people the producer already knows.
That is not necessarily the case.
Likewise, limiting an offering to a relatively small number of investors does not automatically make the offering exempt from federal securities laws.
For example, Rule 506(b) under Regulation D can provide a valuable safe harbor for private offerings, but it has specific requirements. Among other things, the offering cannot involve general solicitation, and special requirements apply when non-accredited investors participate.
Other exemptions may be available depending on the structure and circumstances of the offering. The important point is that the producer should identify the applicable exemption before accepting investment funds, rather than assuming an exemption exists because the offering is "private."
Accredited Investors Do Not Eliminate Every Compliance Requirement
Producers sometimes believe that selling exclusively to accredited investors eliminates the need for securities-law compliance.
It does not.
An accredited-investor-only offering may be substantially easier to structure than an offering involving non-accredited investors, but the issuer still needs a valid exemption from registration and must comply with the requirements of that exemption.
For example, a Rule 506(b) offering generally requires the issuer to avoid general solicitation and satisfy the other requirements of the exemption. Regulation D also requires a Form D filing with the SEC.
In addition, securities laws contain important anti-fraud provisions. An exempt offering is not an offering exempt from the obligation to provide investors with truthful and non-misleading information.
State "Blue Sky" Laws Matter Too
Federal compliance is only part of the analysis.
Every state has its own securities laws, commonly referred to as "blue sky laws." Although federal law substantially limits the ability of states to require registration of certain federally exempt offerings—particularly Rule 506 offerings—states can still impose notice-filing, fee, and other requirements.
This becomes particularly important when a film has investors in multiple states.
For example, a producer might form a production company in California, have its principal office in Los Angeles, and assume that California securities law is the only state-law concern. But if investors reside in Ohio, Michigan, Illinois, North Carolina, Wisconsin, or other states, the securities laws of those jurisdictions may also need to be considered.
A producer conducting a private film offering should therefore maintain a clear record of:
where the issuer is organized;
where the offering is being conducted;
where each investor resides;
which federal exemption is being relied upon; and
which state exemptions, notice filings, and fees apply to each investor.
The Offering Documents Matter
A securities exemption is not a substitute for appropriate offering documentation.
Depending on the structure, an independent film offering may involve some combination of:
a private placement memorandum;
subscription agreement;
investor questionnaire;
risk disclosures;
operating agreement or limited partnership agreement;
securities representations;
accredited-investor representations;
use-of-proceeds provisions;
film budget and financing information;
distribution and revenue assumptions; and
disclosures concerning the risks associated with film production and distribution.
The appropriate documentation depends on the offering.
Particular care should be taken with projections and statements concerning the film's anticipated revenues. Film investments inherently involve substantial uncertainty. Statements about expected box-office receipts, streaming revenue, distribution arrangements, tax credits, investor returns, or anticipated profitability should be carefully reviewed before being provided to prospective investors.
What Happens If A Producer Gets It Wrong?
The consequences of a defective securities offering can extend well beyond an administrative filing issue.
Depending on the circumstances, an issuer and its principals may face:
Investor Rescission Claims
A significant concern is the possibility that investors could seek rescission of their investments.
If an offering was not properly exempt from registration, investors may have statutory remedies depending on the applicable federal and state laws. In some circumstances, the issuer may face claims seeking the return of the investor's money, potentially together with interest and other damages.
Regulatory Enforcement
The SEC and state securities regulators have authority to investigate and pursue violations of securities laws.
An issue that initially appears minor—such as an improperly structured offering or failure to comply with a state filing requirement—can become substantially more serious if a regulator becomes involved.
Personal Exposure For Producers And Principals
The production company is not necessarily the only party exposed.
Depending on the applicable statute and facts, directors, officers, managers, promoters, controlling persons, and others involved in an offering may face personal liability.
This is particularly important for independent filmmakers because the producer and the production entity are often closely intertwined.
Problems With Future Financing
A securities-law problem can also complicate subsequent financing.
A distributor, completion guarantor, lender, equity investor, or institutional financing source conducting diligence on the film may ask for documentation demonstrating that prior capital was raised in compliance with applicable securities laws.
A defect in an earlier financing can therefore become a diligence issue at exactly the time the production needs additional capital or is attempting to close a distribution transaction.
Problems When A Film Becomes Successful
Ironically, a securities issue can become more significant when the film performs well.
If a film generates substantial revenues, investors have a greater economic incentive to scrutinize their investment and the producer's representations. A financing structure that attracted little attention when the film was struggling may receive substantially more attention after the film becomes profitable.
The "Everyone Does It" Problem
Independent filmmaking is an industry in which producers sometimes hear that other filmmakers raise money informally without extensive securities documentation.
That may be true.
It is not a reliable legal strategy.
The fact that an offering has not resulted in a lawsuit or regulatory inquiry does not establish that the offering complied with federal or state securities laws. A securities-law problem may remain dormant until an investor wants his or her money back, the film becomes profitable, a regulator conducts an investigation, or a future financing requires diligence.
The absence of a problem in a prior film does not establish that the same structure is legally compliant for the next film.
Compliance Does Not Have to Be Complicated
Securities compliance does not necessarily mean conducting a registered public offering with the SEC.
For many independent films, the financing can be structured as a private offering relying on an available federal exemption, together with the appropriate state-law exemptions and notice filings.
The key is to determine the structure before the money is raised.
A securities lawyer can help the producer determine:
whether the proposed investment constitutes a security;
which federal exemption is appropriate;
whether investors must be accredited;
whether non-accredited investors can participate;
what offering documents should be provided;
whether a Form D must be filed;
which state blue sky laws apply;
which state notice filings and fees are required;
what representations investors should make; and
how the financing should be documented.
The Bottom Line For Independent Film Producers
Raising private capital for a film is not necessarily difficult from a securities-law perspective. But it should be treated as a securities transaction when the facts call for it.
The most effective time to address securities compliance is before the first investor receives the offering materials or wires money—not after the production has already spent the funds.
For independent producers, a relatively modest investment in proper securities structuring and documentation can help avoid substantially more expensive problems later, including investor rescission claims, regulatory scrutiny, personal liability, and complications with distribution or future financing.
Film financing involves enough uncertainty without adding an avoidable securities-law problem to the production.
Producers considering a private financing for an independent film should consult qualified securities counsel before soliciting or accepting investor funds.]]>by Michael Rasor<![CDATA[Get To Know The Proposed American Film Tax Credit]]>https://www.cavitch.com/?p=2577182026-11-10T18:52:49Z2026-11-10T18:30:17ZMotion Picture, Television, and Entertainment Revitalization Act (H.R. 10582), which would create a new federal tax credit for qualifying film and television productions. The act on top of the 30% state of Ohio tax credit, producers could find themselves with more than half of their budget spoken for, in domestic incentives alone.
The proposed legislation would add Section 45BB to the Internal Revenue Code, establishing an American film and television production credit.
Under the bill, the base credit would equal 20% of qualified compensation paid or incurred for qualifying services performed in the United States. The credit could increase in five-percentage-point increments, subject to a maximum rate of 30%, when additional statutory requirements are satisfied.
Potential increases include incentives for qualifying independent productions, certain rural opportunity zone or disaster-area activity, qualifying multistate production, and increased domestic production. Special rules would apply to visual-effects and post-production projects.
Consider a film with $4 million in qualified compensation:
At the 20% base rate, the potential credit would be $800,000.
At a 25% rate, the potential credit would be $1 million.
At the 30% maximum rate, the potential credit would be $1.2 million.
These figures are illustrative. The credit would apply to qualifying compensation, not automatically to the film's entire production budget. A producer would need to establish which costs satisfy the statutory requirements and which additional percentage increases are available.
Which Productions Would Qualify?
The bill would establish several threshold requirements. Generally, a qualifying production must:
Be a feature film, television pilot, or television season;
Be produced in the ordinary course of a trade or business for commercial purposes;
Be chargeable to capital account for tax purposes;
Be completed during the applicable taxable year;
Have total production costs exceeding $1 million; and
Conduct at least 75% of its principal photography days in the United States.
The proposal excludes various types of programming, including news, live sporting events, talk shows, game shows, advertising, marketing, and certain productions intended primarily for social media or corporate use.
Special provisions would address qualifying visual-effects and post-production projects that do not satisfy the ordinary principal-photography requirement. Those provisions could provide opportunities for U.S.-based post-production and visual-effects businesses even when the underlying production was filmed elsewhere.
Producers should evaluate these requirements early. Production schedules, location decisions, accounting practices, and completion dates could directly affect eligibility.
Independent Producers Could Receive an Additional Five Percentage Points
One of the most important provisions for independent filmmakers is the proposed additional five-percentage-point increase for productions completed by an independent producer.
The bill's definition focuses primarily on ownership. A taxpayer generally would not qualify if it is a corporation whose stock is traded on an established securities market or if a majority of its ownership interests are held, directly or indirectly, by such a publicly traded corporation. Related entities treated as a single employer under specified tax rules would be aggregated for this determination.
This approach could permit many privately held production companies and single-purpose production LLCs to qualify. However, a privately held production entity would not necessarily qualify if its ownership chain or relationships with other entities caused it to fail the statutory test.
The definition does not simply ask whether the producer is small, whether it has produced only a few films, or whether it operates independently in the ordinary commercial sense.
Producers should therefore examine their ownership structures before assuming that the additional credit will be available. The identity of the taxpayer entitled to claim the credit also matters: the bill directs the Treasury Department to ensure that the credit is claimed by the taxpayer holding the benefits and burdens of ownership of the production.
The proposed credit contains an important limitation: both the qualifying production and the compensation generating the credit must be chargeable to capital account.
In general, capitalization means treating qualifying expenditures as part of the tax basis of an asset rather than deducting those expenditures immediately as ordinary business expenses. The precise treatment depends on the nature of the expenditure and the applicable tax rules.
This requirement warrants particular attention from independent producers considering other federal tax provisions, including Internal Revenue Code Section 181, which has provided an election for current expensing of certain qualifying film and television production costs, subject to applicable limitations.
The interaction between Section 181 and the proposed Section 45BB credit could be consequential. If expenditures are deducted currently rather than capitalized, the production or the associated compensation may fail the proposed credit's capitalization requirements.
The introduced bill does not expressly resolve every aspect of this interaction. Producers should not assume that they can claim the new credit while simultaneously expensing the same costs under Section 181. Nor should they assume that an election under Section 181 necessarily precludes the entire credit without further analysis.
A tax adviser should model the alternatives, taking into account the value and timing of deductions, the proposed credit, the producer's ability to use tax benefits, and any applicable limitations. The preferable approach may differ depending on the production's budget, financing, ownership, and tax circumstances.
The Ability to Transfer the Credit Could Improve Financing Options
The bill would expressly add the proposed credit to the credits eligible for transfer under Internal Revenue Code Section 6418. This would allow an eligible taxpayer to transfer the credit to an unrelated third party for cash, subject to the applicable statutory requirements.
This feature could be particularly valuable to independent production companies that do not have sufficient federal income tax liability to use the entire credit themselves.
Depending on the final legislation and implementing guidance, credit transfers could create opportunities to monetize the incentive through transactions with unrelated buyers. Producers and lenders could also consider the anticipated credit when evaluating production financing.
Nevertheless, the ability to transfer a credit does not guarantee that a buyer will be available, that the credit will be purchased at face value, or that a lender will advance funds against an anticipated credit. Eligibility, substantiation, transfer documentation, timing, and tax risk will remain important considerations.
The bill also provides for a reduction in the tax basis of the production property by the amount of the credit. That basis adjustment should be incorporated into the production's tax model rather than treating the credit as an isolated source of economic benefit.
What Should Producers and Investors Do Now?
Although the legislation has not yet become law, producers planning projects for 2027 and later should consider several steps:
Review production schedules and locations: The proposed 75% U.S. principal-photography requirement, completion-year rule, and special location-based provisions could affect production planning.
Analyze the budget at the compensation level: A detailed breakdown of qualifying U.S. services will be more useful than applying the credit percentage to the total production budget. Contractor and subcontractor compensation may qualify, subject to the statutory requirements and substantiation rules.
Evaluate capitalization and expensing alternatives: Producers should coordinate with their tax advisers to analyze the proposed credit alongside Section 181 and other applicable tax provisions.
Review the production entity's ownership: Independent-producer eligibility, ownership of the production, and the allocation of rights among production and financing entities may affect the availability of the credit.
Consider credit monetization in the financing plan: Producers and lenders should evaluate the potential value of a transferable credit while accounting for legislative uncertainty, eligibility risk, timing, and transaction costs.
The legislation remains a proposal, not an available tax credit. As of October 20, 2026, H.R. 10582 has been referred to the House Committee on Ways and Means. Its final terms, effective date, and implementing guidance remain subject to the legislative process.
Producers, investors, and lenders should monitor further developments and obtain project-specific tax and legal advice before relying on the proposed incentive in a binding financing commitment. We will be monitoring this legislation and advising our producer and financier clients accordingly. Contact mrasor@cavitch.com with questions.
Legislative reference:H.R. 10582 — Motion Picture, Television, and Entertainment Revitalization Act]]>by James Disantis<![CDATA[When Does it Make Sense to File a 706 for Portability?]]>https://www.cavitch.com/?p=2576112026-08-31T19:57:28Z2026-08-31T14:43:04Zby Michael Rasor<![CDATA[M&A NDA Guide: Why Every Buyer Should Have a Non-Disclosure Agreement First]]>https://www.cavitch.com/?p=2575582026-08-05T16:59:12Z2026-08-24T13:00:06ZCustomarily, the seller is the party who insists on a non-disclosure agreement prior to M&A talks heating up.
But what should you do, if you’re the buyer and the seller has not produced a Non-Disclosure Agreement (NDA) for signature, whether for lack of sophistication, carelessness, or being rushed? You should insist on an NDA yourself.While parties assume that the NDA serves only the target company, a sophisticated buyer should be equally—if not more—insistent on executing a robust, properly drafted NDA.Why? Because, if the target company’s proprietary technology, source code, customer lists, or manufacturing processes lose their legal status as "trade secrets" during due diligence, then the buyer ends up purchasing compromised assets. Most trade secrets law (state and federal) protects proprietary information only if the owner takes "reasonable measures under the circumstances" to maintain its secrecy. If a target company shares its most sensitive operational secrets with a prospective buyer (as well as the buyer’s advisors, accountants, and lenders) without a binding NDA in place, that disclosure can be treated in court as a failure to maintain reasonable secrecy.How does this play out? Assume the buyer acquires a technology firm. Six months after closing, an employee leaves, steals a key algorithm, and launches a competing product. The buyer files suit under the DTSA. The defense demonstrates that, during the pre-closing M&A process, the target company disclosed the algorithm to your deal team without a strict NDA. The court could rule that the secret lost its legal protection prior to the acquisition due to unprotected disclosure—leaving you without a trade-secrets remedy. Of course, this is not to say that the buyer should draft a seller-friendly NDA. Rather, the NDA should do the bare minimum to retain trade-secrets protection, without going overboard on remedies to the seller—particularly where the buyer and seller compete in the same market. In fact, the buyer’s counsel should insist upon notice and cure periods, heightened standards of proof of misappropriation, and clear-cut freedom-to-operate clauses within the NDA, with venue clauses and fee-shifting to deter a litigious and potentially angry seller if the buyer needs to walk.The NDA operates as an essential structural tool that preserves the underlying legal value of trade secrets being acquired. Without it, the deal process itself risks destroying the trade secrets that generated the company's value in the first place.To discuss your M&A strategy or protect your rights in an upcoming transaction, contact Michael R. Rasor and the attorneys at [nap_names id="FIRM-NAME-1"] today.]]>On Behalf of Cavitch Familo & Durkin Co., L.P.A.<![CDATA[15 Cavitch Attorneys Named to 2027 Best Lawyers List]]>https://www.cavitch.com/?p=2575572026-08-05T15:03:04Z2026-08-20T13:00:47Z[nap_names id="FIRM-NAME-1"] is pleased to share that fifteen of its attorneys have been recognized in the 2027 edition of The Best Lawyers in America®. This recognition is based on a confidential peer-review process where other leading lawyers evaluate the professional abilities of their colleagues within the same geographic region and practice area.
Attorneys Included on Best Lawyers List
Thirteen Cavitch attorneys were selected for inclusion in the 2027 edition of The Best Lawyers in America®. This list highlights top legal talent across the nation. The recognized attorneys are:
The inclusion of these attorneys reflects their performance and dedication to their respective legal fields.
Two Attorneys Named "Ones to Watch"
Two Cavitch attorneys are featured in the 2027 edition of Best Lawyers: Ones to Watch. This award identifies attorneys who are earlier in their careers but have already shown outstanding professional excellence. The recognized attorneys are:
This recognition highlights Martinson and Maruna's significant contributions to the legal community. Please join us in congratulating all our recognized attorneys.]]>by Bradley Somogyi<![CDATA[Ohio House Bill 446: A Comprehensive New Framework for Trust Protectors – What It Could Mean for Your Estate Plan]]>https://www.cavitch.com/?p=2576102026-08-10T16:22:35Z2026-08-10T16:22:35ZOhio Law Already Recognizes Protector-Like Roles
HB 446 would not introduce the concept of a trust protector to Ohio for the first time. Since 2013, Ohio Revised Code Section 5808.08 has expressly allowed a trust to give a trustee or another person the power to direct the modification or termination of the trust. That statute also provides that, unless the trust says otherwise, a nonbeneficiary holding a power to direct is presumptively a fiduciary who must act in good faith with regard to the trust's purposes and the beneficiaries' interests.
Ohio Revised Code Section 5815.25 likewise already addresses directed-trust arrangements. It generally protects an “excluded fiduciary” from liability for losses resulting from compliance with an authorized direction and relieves that fiduciary from certain investment-review obligations when investment authority has been assigned to someone else.
The important point, therefore, is not that HB 446 would recognize trust protectors for the first time. Rather, it would replace Ohio's current handful of general rules with a comprehensive operating code governing a protector's powers, duties, liability, appointment, removal, compensation, communications, and relationship with the trustee.
What Is a Trust Protector?
Under the proposed Act, a “protector” would be a trust officeholder, other than a trustee, who holds a power of direction under the terms of the trust. The definition applies regardless of whether the trust uses the title “protector,” “advisor,” “director,” or something else.
A protector's role is determined by the trust instrument. HB 446 would not automatically give every protector every power listed in the statute, and it would not add a protector to a trust that does not provide for one. Instead, the Act supplies rules for powers that the trust's creator chooses to grant.
Powers a Trust Could Grant
Depending on the language of the trust, a protector's powers could include the authority to:
Direct trust decisions: issue binding directions concerning investments, administration, or distributions, or approve or veto proposed actions.
Change trust officeholders: appoint or remove trustees, investment advisors, or other trust officeholders, subject to special rules when the drafting attorney serves as protector.
Modify the trust: amend provisions to address tax-law changes, preserve favorable tax treatment, or respond to changed beneficiary circumstances.
Adjust beneficial interests: increase or decrease beneficiary interests, add or remove beneficiaries, or modify powers of appointment if the trust grants that authority.
Address administrative issues: change the trust's situs or governing law, make binding interpretations, add or remove administrative powers, or terminate the trust.
These are potentially significant powers. Careful drafting is essential because the trust instrument—not the title “trust protector”—determines which powers the protector actually holds and the standards governing their exercise.
Fiduciary Status and Liability
HB 446 would continue and refine, rather than create, Ohio's existing fiduciary presumption. Under the proposed Act, a protector would be a fiduciary unless the trust expressly provides otherwise. The trust could also make a protector a fiduciary for some powers but not others, allocate different powers among multiple protectors, and establish different standards of liability for different responsibilities.
When acting as a fiduciary, a protector generally would be subject to the same fiduciary obligations and limitations that would apply to a trustee holding the same power. When acting in an authorized nonfiduciary capacity, the protector generally could act in the protector's sole and absolute discretion. Even then, however, the trust could not eliminate liability for the protector's willful misconduct or self-dealing.
The House-passed bill also contains several safeguards. A protector could not use a power of direction to engage in self-dealing, solely benefit the protector apart from permitted compensation, or exculpate a trust officeholder from liability for that officeholder's willful misconduct. Unless the trust expressly provides otherwise, a protector also could not compel a distribution to or for the protector's own benefit.
Directed Trusts and Trustee Liability
One of HB 446's most consequential features is its detailed allocation of responsibility between a protector and the trustee or other officeholder receiving a direction. After actually receiving a trust directive, the officeholder generally must take reasonable steps to implement it. The officeholder may presume that the directive is valid, rely on information provided by the protector, ask for clarification, and require a verbal directive to be put in writing.
The directed officeholder generally would not be liable for implementing or complying with the directive unless the officeholder's own conduct constitutes willful misconduct. The bill also provides that trustees and protectors generally have no duty to monitor or supervise one another, warn beneficiaries that another officeholder might have acted differently, or second-guess decisions outside their assigned roles. They would, however, have limited duties to share information reasonably related to one another's powers and responsibilities.
Who Could Serve as Protector?
Generally, any person could serve as protector so long as that person is not concurrently serving as trustee of the same trust. If one instrument creates multiple separate trusts, a person could serve as trustee of one trust and protector of another.
HB 446 would impose additional safeguards when the attorney who prepared or supervised execution of the trust—or a person related to that attorney—is appointed as protector. Unless an exception applies, the attorney would have to make specified disclosures concerning alternative appointees, protector compensation, additional legal fees, and removal powers, and the settlor would sign a separate written acknowledgment. A drafting attorney serving as protector also could not remove a trustee without petitioning a court and showing good cause.
Why Might a Trust Include a Protector?
A protector can be valuable when a trust is expected to continue for many years or hold assets requiring specialized oversight. Depending on the plan, a protector may provide:
Tax flexibility: authority to respond to future changes in federal or state tax law without requiring a full court proceeding.
Adaptability: a way to respond to marriages, divorces, births, disabilities, substance-use issues, or other material changes in beneficiary circumstances.
Administrative continuity: a mechanism to replace an unsuitable trustee, resolve ambiguities, or change the trust's situs or governing law.
Specialized decision-making: the ability to assign investment, business, tax, distribution, or family oversight to the person best suited for that responsibility.
A protector is not necessary for every trust. Broad amendment, beneficiary, or removal powers can also create complexity, tax concerns, family conflict, and additional administrative expense. The protector's identity, powers, fiduciary status, succession, and compensation should therefore be tailored to the particular plan.
What HB 446 Could Mean for Existing Estate Plans
As passed by the House, the proposed Act generally would apply to trusts whenever created if they are wholly or partly administered in Ohio or governed by Ohio law, subject to the trust's terms and constitutional limitations. That does not mean the Act would insert a protector into every existing trust or grant new powers that the document does not contain.
Because HB 446 remains pending, most clients do not need to make immediate changes solely because of the bill. If it is enacted, however, individuals creating or reviewing long-term trusts may wish to consider whether a carefully designed protector provision would improve flexibility, clarify responsibility, or reduce the need for future court involvement.
At Cavitch, we will continue monitoring HB 446 as it moves through the General Assembly and evaluating how any final legislation may affect both new and existing estate plans.
If you have questions about HB 446, trust protectors, directed trusts, or whether your estate plan should be reviewed, please contact Bradley Somogyi, Esq. at 216.621.7860 or bsomogyi@cavitch.com.]]>by Katherine Mangan<![CDATA[Planning for Tomorrow: Is a Third-Party Supplemental Needs Trust Right for Your Family?]]>https://www.cavitch.com/?p=2574412026-07-29T16:35:07Z2026-07-29T16:33:39ZUnderstanding The Basics Of A Third-Party Supplemental Needs Trust
A third-party supplemental needs trust differs from other types of special needs trusts because it is funded with assets belonging to someone other than the beneficiary. Parents, grandparents, siblings, or other family members can establish and fund the trust to provide for a loved one with a disability, either during their lifetime or as part of their estate plan.
For many families, a third-party supplemental needs trust is an important long-term planning tool. Rather than leaving an inheritance directly to a loved one with a disability, assets can be directed into the trust upon the death of the person creating the estate plan. The trust assets are then managed by a trustee for the beneficiary's benefit and may be used to pay for supplemental expenses that improve the beneficiary's quality of life, while helping preserve eligibility for government benefits. This approach allows families to provide financial security for a loved one without unintentionally affecting the public benefits on which they may rely.
The Importance Of A Third-Party Supplemental Needs Trust
Planning for the future of a loved one with a disability often means preparing for uncertainties that extend well beyond your own lifetime. Families naturally want to ensure that their loved one will continue to receive the care, financial support, and opportunities they deserve while preserving access to essential public benefits. A third-party supplemental needs trust provides peace of mind by creating a structured plan for managing and distributing assets in a way that complements, rather than replaces, government assistance.
Unlike relying on family members to manage an inheritance informally or hoping government benefits alone will meet a loved one's needs, a third-party supplemental needs trust allows a trusted trustee to manage assets specifically for the beneficiary's supplemental needs. The trust can be used to enhance the beneficiary's quality of life by paying for expenses not covered by public benefits.
A third-party supplemental needs trust also offers significant planning advantages. There are no contribution limits or asset caps on the trust itself, allowing families to transfer substantial assets for the beneficiary's future care. Equally important, because the trust is funded with assets belonging to someone other than the beneficiary, it is not subject to a Medicaid payback requirement upon the beneficiary's death. Instead, any remaining trust assets may be distributed to the family members, charities, or other beneficiaries designated by the person who created the trust, allowing the family's legacy to pass according to their wishes.
If a third-party supplemental needs trust sounds like it may benefit your family, we encourage you to contact the attorneys at [nap_names id="FIRM-NAME-2"]. We would be happy to discuss your circumstances and help you determine whether this planning tool is the right fit for your estate plan and your loved one's future.]]>On Behalf of Cavitch Familo & Durkin Co., L.P.A.<![CDATA[Ten Cavitch Attorneys Recognized on the 2027 Ohio Super Lawyers Lists]]>https://www.cavitch.com/?p=2574402026-07-28T18:07:41Z2026-07-28T18:07:41Z
Six Cavitch attorneys were named to the Ohio Super Lawyers list.
Four Cavitch attorneys were named to the Ohio Rising Stars list.
This achievement underscores our commitment to providing clients with high-caliber legal representation. We commend our recognized attorneys for their dedication and professionalism that led to this distinction.
Ohio Super Lawyers List
The selection process for the Ohio Super Lawyers list is rigorous, with no more than five percent of the state's attorneys receiving this designation each year. Congratulations to the following Cavitch attorneys:
The Ohio Rising Stars list recognizes exceptional attorneys who are either 40 years old or younger or have been in practice for 10 years or less. Only 2.5 percent of eligible attorneys in the state are named to this list annually. Congratulations to:
Super Lawyers is a rating service that selects outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made through a patented multi-phase process that includes a statewide survey of lawyers, an independent research evaluation of candidates, and peer reviews by practice area. The lists are published nationwide and are designed to be a credible, comprehensive resource for identifying exceptional attorneys.]]>by José Valdez<![CDATA[How to Minimize the Risk of Copyright Litigation: A Guide to Fair Use]]>https://www.cavitch.com/?p=2573452026-11-11T21:14:31Z2026-07-20T15:11:10Z17 USC § 106, a copyright owner has the exclusive right to reproduce, prepare derivatives, and distribute copies for sale of copyrighted works. For literary, musical, dramatic, choreographic, motion picture, or other audiovisual works, the copyright owner also has the exclusive right to perform and display the work publicly. Those rights can last a long time. In many cases, copyright protection extends for the life of the author plus 70 years under 17 U.S.C. § 302.
These rights are not without teeth, as US copyright law provides for severe penalties for copyright infringement. These penalties consist of actual damages or statutory damages. Under 17 USC § 504(b), a copyright holder is entitled to their actual and real loss or injury resulting from a violation or infringement. For example, if a musician whose song is uploaded and sold illegally online, the musician is entitled to lost sales or streaming revenue.
On the other hand, a copyright holder may choose to receive statutory damages instead. Under 17 USC § 504(c), the statutory penalties may range from $750 to $30,000 per infringement, and may increase to as much as $150,000 for willful infringement. Willful infringement may also expose an infringer to criminal penalties under 17 U.S.C. § 506 and 18 U.S.C. § 2319.
The Digital Millennium Copyright Act also reshaped copyright enforcement for the internet era by creating notice-and-takedown procedures for online service providers. This is the mechanism through which copyright owners can request a takedown of YouTube videos that use their work.
But U.S. copyright law recognizes the need to promote the progress of science and useful arts. In 1976, Congress codified the long-standing judicial doctrine of fair use into law as 17 USC § 107.
Under 17 U.S.C. § 107, fair use may permit limited use of copyrighted material for purposes such as criticism, comment, news reporting, teaching, scholarship, or research. Courts evaluate fair use by considering several factors, including the purpose and character of the use, whether the use is commercial or nonprofit educational, the nature of the copyrighted work, the amount used, and the effect of the use on the potential market for the original work.
These factors are not applied mechanically, and the list is not exhaustive. The Sixth Circuit has recognized that courts consider the statutory factors in context, including whether the challenged use is commercial. NRA of Am. v. Handgun Control Fed’n of Ohio, 15 F.3d 559, 561 (6th Cir. 1994).
A key question is whether the new use is transformative, rather than merely substituting for the original.. The Supreme Court has described “transformative” as adding something new and important to a copyrighted work. Google LLC v. Oracle Am., Inc., 593 U.S. 1, 29 (2021). For example, the Supreme Court highlighted that the use of an advertising logo is fair use if it is used to make a comment about consumerism. Id. Further, parodies are transformative because they comment and criticize the original even if it mimics the original. Id. at 30.
Because copyright disputes are highly fact-specific, individuals and businesses should carefully evaluate their use of copyrighted material before copying, reposting, adapting, distributing, or monetizing another’s work. Taking proactive steps, such as obtaining permission, securing an appropriate license, or conducting a fair use analysis, can help reduce the risk of infringement claims. Particular attention should be given to whether the use aligns with one or more of the purposes identified in 17 U.S.C. § 107, such as criticism, comment, news reporting, teaching, scholarship, or research, and whether the use is sufficiently transformative to add new meaning, purpose, or character to the original work. A thoughtful assessment of these factors before publication or distribution can be an important safeguard against costly copyright litigation.
Before you publish, share, or monetize content containing third-party works, consider making sure your assets are legally secure. Contact our attorneys at [nap_names id="FIRM-NAME-2"] to schedule a comprehensive fair use analysis and help minimize the risk of costly copyright litigation.]]>On Behalf of Cavitch Familo & Durkin Co., L.P.A.<![CDATA[Cavitch Shareholders Gregory E. O’Brien and Roy A. Krall Recognized in Chambers and Partners Rankings 2026]]>https://www.cavitch.com/?p=2573442026-07-15T15:19:55Z2026-07-15T15:19:55ZGregory E. O’Brien and Roy A. Krall, have been recognized by Chambers and Partners in their latest rankings. This prestigious acknowledgment highlights their exceptional legal skills, unwavering dedication, and outstanding contributions to their respective fields.
Chambers and Partners rankings are the result of an independent and in-depth research process, which includes extensive interviews with clients, peer attorneys, and industry leaders. This rigorous methodology ensures that only the most talented and effective legal professionals are identified and honored.
Gregory E. O’Brien is being recognized for his work in the field of Insurance Law. Greg is a robust advocate on behalf of insurers in complex state and federal tort, coverage, and bad faith disputes. Greg’s Band 1 ranking reflects both his strategic expertise in handling challenging insurance litigation and his standing as a leading advocate in the insurance sector.
Roy A. Krall is being recognized for his exceptional contributions to Private Wealth Law and deep expertise in trusts and estates. Furthering his commitment to guiding clients through sophisticated wealth planning strategies. Roy’s inclusion in these esteemed rankings speaks to his long-standing dedication to helping individuals and families navigate complex matters related to asset protection, estate administration, and intergenerational wealth transfer, providing invaluable and thoughtful counsel.
This recognition by Chambers and Partners underscores [nap_names id="FIRM-NAME-2"]‘s commitment to delivering top-tier legal services and reinforces our reputation as a trusted resource for complex legal challenges across various practice areas.
Cavitch congratulates Greg and Roy on these outstanding achievements.]]>