Real Estate Vice President

Jay Larry

** ******* ***** . ****** ******, NJ **950 . 303-***-**** .

***.*****@*********.***

Professional Experience:

PATRIARCH PARTNERS, LLC, NEW YORK, NEW YORK 2009 -

2010

Senior Counsel: Provided strategic advice and legal support to portfolio

managers on commercial lending transactions, including real estate, working

capital, letter of credit, and bankruptcy debtor-in-possession (DIP)

financing. Negotiated and drafted loan and security agreements, deposit

account control agreements, amendments, waivers, and modifications of loan

agreements. Negotiated and drafted template resolutions and agreements for

letter of credit transactions. Counseled Senior Management on strategies

for the workout, financial restructuring, and bankruptcy of portfolio

companies. Advised portfolio managers on loan workouts, collections, and

bankruptcy. Managed portfolio company bankruptcy filings. Negotiated

stalking horse agreements in bankruptcy section 363 asset sales.

Negotiated, drafted, and reviewed confidentiality agreements. Drafted

vendor contracts and agreements. Managed outside counsel.

SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP, NEW YORK, NEW YORK 2006 -

2009

Associate: Represented debtors, acquirers, and investors in Chapter 11

bankruptcy proceedings, as well as, in non-judicial debt restructurings,

acquisitions, financings, and liquidations. Drafted pleadings, settlement

agreements, and transactional documents, including loan and security

agreements, forbearance, and asset purchase agreements. Researched and

prepared legal memoranda. Documented the workout and restructure of large

commercial credits, including debt for equity swaps. Advised clients on

the bankruptcy and creditors' rights implications of complex commercial

transaction structuring and entity formation.

FIRST COMMUNITY BANK, DENVER, COLORADO 2003 -

2005

Senior Vice President and Counsel: Supported the commercial lending and

special assets groups. Advised lenders on loan structuring. Negotiated,

drafted, and reviewed real estate and commercial loan documents. Counseled

lenders on workout strategies, remedies at state law, in bankruptcy, and

collection laws. Documented the workout and restructure of non-performing

loans. Served on creditor committees in Chapter 11 bankruptcies.

Conducted regulatory compliance training. Supervised the commercial loan

workout function. Managed outside counsel and litigation strategy.

REPUBLIC FINANCIAL CORPORATION, AURORA, COLORADO 2001 -

2002

Corporate Counsel: Advised special assets group on default remedies and

workout strategies, including forbearance, foreclosure, restructure, and

remedies under UCC Articles 2A and 9. Negotiated, drafted, and reviewed

documents for the acquisition, disposition, and financing of distressed

loans, leases, and real estate, including but not limited to, purchase and

sale agreements, loan and security agreements, assignments, stipulations,

joint venture, syndication, forbearance, and settlement and release

agreements. Negotiated stalking horse agreements in bankruptcy section

363 asset sales. Planned and managed due diligence on asset acquisitions.

Drafted confidentiality agreements, vendor contracts and agreements, and

asset management agreements. Counseled management on lender liability

issues. Managed outside counsel.

WELLS FARGO CORPORATION, DENVER, COLORADO 1997 -

2001

Vice President (promoted in 1999): Negotiated and drafted contracts and

ancillary agreements for accounts receivable factoring. Negotiated

deficiency settlements and lien subordinations with the Internal Revenue

Service (IRS). Negotiated DIP financing, adequate protection, and cash

collateral stipulations in bankruptcy. Participated in due diligence on

acquisitions. Managed professional staff and outside counsel.

Assistant Vice President: Managed private banking group. Directed client

relationship management. Reviewed loan documentation for legal sufficiency

and regulatory compliance. Managed professional staff.

Jay Larry Page 2

U.S. SMALL BUSINESS ADMINISTRATION, ATLANTA, GEORGIA

1992 - 1996

Attorney/Advisor: Documented and closed real estate and asset-based loans

in a 19 state region, including California. Drafted loan modifications and

amendments. Advised lenders on lien laws, loan structuring, and local

mortgage filing requirements. Filed mortgages and UCC Article 9 security

interests. Researched and prepared legal memoranda on real estate,

contract, and probate issues. Traveled extensively throughout the U.S. as

part of the Disaster Assistance team. Managed and trained attorneys and

paralegal staff.

Education:

LL.M. in Bankruptcy: St. John's University, Jamaica, New York

(Jan. 2007)

Juris Doctorate: University of Minnesota Law School, Minneapolis, Minnesota

(May 1992)

Bachelor of Arts Degree in Economics: Lake Forest College, Lake Forest,

Illinois (June 1979)

Admitted: United States Supreme Court, New York, and Minnesota

Activities and Awards:

2009 - present: Adjunct Professor of Law: St. John's University LL.M. in

Bankruptcy program

2008 Lawyers Alliance of New York Cornerstone Award for outstanding pro

bono service

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