Caroline C. Vincent, Esq.

Profile

Caroline C. Vincent, Esq., a pioneer attorney neutral in Southern California, has mediated and arbitrated well over 2000 matters during her distinguished 25 year neutral career. Ms. Vincent brings a broad legal background with some of California’s most prestigious firms to the table, which, coupled with her superb interpersonal skills, keen intellect and perseverance make her a preferred choice for both plaintiff and defense attorneys in a wide variety of practice areas.

Prior Legal Experience

  • Specialized in corporate, real estate and commercial transactions at:
    • Carlsmith Ball
    • Morrison & Foerster
    • Rogers & Wells
  • Private practice, specializing in large and small business matters, real estate matters, estate planning/probate, personal injury law and employment

Education

  • B.A., Newcomb College of Tulane University, 1971
  • J.D., University of Southern California Gould School of Law (Law Review),1978
  • UCLA Extension, Certificate in Environmental Law, 1993

Representative Matters

  • Employment: Caroline Vincent has mediated every conceivable kind of employment dispute including gender, sexual orientation, age, race, religion, national origin and medical condition discrimination, racial and sexual harassment, pregnancy and family leave act, disability, wage and hour disputes (individual claims, class and mass actions), breach of contract, constructive termination, retaliation, trade secrets and whistleblower disputes.
  • Commercial/IP/Entertainment: Caroline Vincent has mediated and arbitrated hundreds of business disputes in a wide variety of areas. She has experience in corporate and partnership dissolutions, franchise disputes, accounting and finance, license agreements, intellectual property disputes, entertainment disputes, joint ventures, non-profits, secured transactions, license agreements, and international business transactions. Her high-end transactional background includes industry expertise in radio stations, hotels, garment industry, health care, high technology and inventions, and banking and lender representation.
  • Real Estate: Caroline Vincent has mediated or arbitrated more than 500 real property related disputes, including numerous construction defect claims of all sizes. During her 20 year legal career, she devoted several years to high-end transactional practice, with significant experience in commercial, residential and industrial development, construction and permanent financing (representing developers, tenants, lenders and borrowers), syndications, acquisitions, sales and exchanges, leasing, landlord/tenant, condominiums, shopping centers, hotels, office buildings, commercial and industrial centers, owner’s associations, CC&Rs, title and title insurance, foreign acquisitions and dispositions, foreclosures, short sales & work outs, CERCLA and related environmental matters.
  • Personal Injury/Insurance: Ms. Vincent has resolved hundreds of injury and insurance related disputes, ranging from simple auto accident to complex matters, including overlapping injuries, premises and toxic tort liability issues, UM/UIM, multiple defendants, first party claims, coverage claims, bad faith and SIU matters.
  • Probate/Elder Abuse: Ms. Vincent is adept at resolving complex family relationship matters involving custodial care, accounting, fraudulent transfer, heirship disputes and the management and disposition of assets. In over one hundred probate, trust, will contests and financial elder abuse matters, she has successfully used her interpersonal skills combined with her ability to craft creative and practical business, real estate and family centered solutions. Elder abuse claims include individual and class action nursing home matters.

Notable cases include:

  • Computer Technology Dispute: Successfully mediated $200 million trade secret dispute between public company and former CEO/founder
  • Pigford v. Glickman:  Senior member of peer review team, including adjudication of over 1,000 claims by African American farmers against U.S. Department of Agriculture
  • Sexual Harrassment: Pre-suit claim by managerial employee against publicly known CEO involving allegations of sexual assault & battery
  • Probate Dispute: Complex trust dispute over management and control of multimillion dollar business trust, between partner of deceased husband (business trustee) and wife and children of deceased husband’s estate, residuary beneficiaries of business trust
  • Real Estate Partnership:  Arbitration of real estate broker partnership dispute and dissolution, involving distribution of national real estate brokerage franchise rights, usage of business name, allocation of commissions

Honors, Memberships and Professional Activities

  • Member, Los Angeles County Bar Association, Santa Monica Bar Association and State Bar Employment, Real Property, Business, Trusts and Estates, IP/Entertainment & Litigation Sections
  • LACBA Executive Committees: Trusts and Estates Section, 2010-2013; Senior Lawyer Section, 2010-; ADR Section, 1992-1994
  • Association Business Trial Lawyers Los Angeles
  • Court ADR Panels: Los Angeles Superior Court (Pro Bono, Party Pay, Probate Mediation, Neutral Evaluation, 2007-2013); Orange County Mediation Panel; US District Court, Central District Mediation Panel
  • Life Member, Women Lawyers Association of Los Angeles; Board of Governors 1995-2003
  •  ADR Subcommittee, State Bar of California Middle Income Committee, 1989-1992
  • Operating Committee of Neighborhood Justice Center (now Center for Civic Mediation), 1984-1991
  • Frequent speaker to bar associations and other professionals in ADR related topics

Representative Cases

Banking

  • Numerous audit cases, including music recording contract accounting dispute; multi-million dollar breach of contract and audit issues between municipality and programs subcontractor.
  • Accounting dispute in amount owed on promissory note secured by Deed of Trust where no one had complete records, issues included shifting burdens of proof.
  • Several accounting malpractice cases, involving a variety of accounting allocation, taxation, auditing and reporting issues.
  • Multiple real estate foreclosure matters involving proof that plaintiff lender owned the secured note.
  • Multiple disputes between borrowers and guarantors as to the amount owed, applicable security, exoneration issues and disputes re ownership in business or property subject to the loan/security.
  • Financial elder abuse and non-elder financial fraud claims (one common example is that a family member transfers real property title into their name to borrow new money, but fails to honor their promise to transfer the property back to the original owner).
  • Numerous work outs of real estate and commercial indebtedness.
  • Expertise in forging solutions for parties where defendant needs assistance with a payment plan including in camera review of financial statements; assessment of company financials; discussions with accountant/CFO; mediator proposals based upon multiple levels of company approval in larger companies where indebtedness is an issue.
  • Design of and participation in dispute resolution programs between automobile manufacturers/parent and dealerships with respect to franchise relationship, advertising allocations, credits for sales and other financial issues.
  • Mediation between father and son involving restructure of $2,000,000 long term buyout of shares and long term employment agreement which was terminated due to economic downturn in business.
  • Mediation of dissolution of 3 person law partnership, and agreement about allocation of receivables, payables, and on-going client matters.
  • Mediation between public company and former CEO/founder over a variety of financial claims and issues valued at over $200 million.

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Employment

  • Race discrimination after alleged termination due to age and race discrimination, harassment, demeaning behavior, and disability discrimination.
  • Retaliatory termination due to medical leave with mixed motive defense due to performances issues with long-term employee.
  • $200 million trade secret mediation between public company and former CEO/founder.
  • Pre-suit claim by managerial employee against publicly known CEO involving allegations of sexual
    assault & battery.
  • $1.5 million wage and hour class action settlement involving over 3,000 nationally based employees.
  • Numerous individual, class and mass action wage and hour claims in a variety of industries.
  • Sexual harassment in the workplace alleged by 3 females against manager of a national restaurant chain, and wrongful termination due to whistleblower claims.
  • Wrongful termination based upon faulty drug testing, invasion of privacy & investigation and termination without notice to employee.
  • Numerous wrongful termination mixed motive cases including disability and failure to accommodate, family leave, age, ethnic and gender discrimination, whistleblowing, including under Harris v. City of Santa Monica.
  • Failure to promote long term manager of large city office of national delivery organization based upon sexual orientation discrimination; defamation.
  • Sexual discrimination claim by 3 heterosexual male plaintiffs alleging harassment by gay male supervisor of college residential facility.
  • Numerous race and sex discrimination cases involving hostile work environment, termination and failure to promote.
  • Termination of principal under management contract; issues involved fraudulent inducement, competency, interference with economic advantage.
  • Several internal dispute mediations between employees in workplace disputes, and between employees and human resources professionals concerning transfers, accommodations and termination.
  • Numerous wrongful termination mixed motive cases where age discrimination was the alleged basis for termination, including cases where the replacement employee for plaintiff’s position was younger, where there were reductions in force, where a position was eliminated but a younger person was later hired in an allegedly similar position.
  • Several cases where age discrimination was alleged and employee who was either terminated or not promoted no longer performed as efficiently or energetically as in earlier years, and claimed newer employees were favored simply based upon their age, and/or simply so that the company could save money.

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Family Law

  • MEDIATION of over 50 divorces, resulting in satisfactory resolution of property, child custody and relationship issues. Mediations involve parties with and without attorneys participating in the mediation. Marital settlement agreement points are delivered to parties, whose counsel generally prepare agreements for filing with the court.
  • MEDIATION between father and son involving enforcement of refinancing agreement involving depressed real property; issues involved acknowledgement of personal vs. business relationships; economic workout of $1,000,000 claim to satisfy party’s respective positions and needs.
  • MEDIATION between father and son involving restructure of $2,000,000 long term buyout of shares and long term employment agreement which was terminated due to economic downturn in business.
  • MEDIATION of dispute between sisters over care of mother with Alzheimer’s disease and management of several hundred thousands of dollars of assets. Issues involved acknowledgement of differing opinions on home care vs. nursing home, appropriate expenditures for sister caring for mother in home, mistrust due to lack of communications and lack of accounting and other information. Mediation resulted in appointment of children of sisters as “Family Mediators” to help sisters implement agreements reached in mediation.
  • FACILITATED meetings between family members over proposed disposition of estate, focusing primarily on wishes and concerns of children over proposed distribution of father’s business to both children; meeting revealed differing management and life style goals of children which resulted in a plan that satisfied the needs of all family members.
  • FACILITATED meetings between friends and couples who plan to live together in a non-marital situation. Issues have included management and control of assets, joint checking accounts, and disposition of assets on death or termination of relationship.
  • FACILITATED meetings between couples planning a marriage, discussing the “default” community property rules and engaging parties in conversations about community and separate property, separate and co-mingled assets, how to have conversations about marriage and property, caring for step-children, and other issues.
  • MEDIATION of several probate disputes, involving family and other persons in will contest situations, disagreements about the deceased’s intent, resulting in creative problem solving and mutually satisfactory resolutions minimizing adversarial court litigation.
  • FACILITATION of dozens of meetings with 2 or more persons purchasing real property together, where some or all of them live in the property. Issues involve management and control, what happens if someone wants to leave or can’t pay their share of the mortgage, disposition of proceeds on a sale, buy and sell rights and what happens upon death. Agreements prepared based on the meetings for review by each party’s legal counsel.

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Entertainment

  • Mediation between public company and former CEO/founder/ inventor over a variety of financial claims, primarily over ownership and control of the development to market proprietary software key to the company’s future valued at over $200 million.
  • Mediated business buy out of stock, with underlying claims for trade secret violations, and cross-complaint for constructive discharge.
  • Numerous mediations, as well as legal representation, of clients with disputes in partnership and other entity dissolutions concerning misappropriation of trade secrets and other intellectual property, often involving customer lists, methodology and know how. Entities include talent agencies, agents for insurance and real estate firms, distribution and licensing entities for computer software, clothing and fabric designers, manufacturers, and wholesalers.
  • Mediated dissolution of production venture, involving disputed ownership to creative and development rights related to underlying copyright, and long-term relationship of co-venturers.
  • Mediation of dispute alleging knock-offs of garment designs by Chinese manufacturers importing to the US.
  • Mediation of wrongful termination case where plaintiff, a model in a pool of models, alleged she was unable to return to work after having her baby due to television show’s “creative” decision.
  • Mediation of litigated dispute brought by foreign producer of overseas tour in North America against local promoter alleging failure to perform and account. Issues involved disputes during tour, regarding methods and markets for promotion; control disputes over various performance details.
  • Mediation by well-known recording artist claiming that management company’s failure to account was a breach of the management contract, thereby allowing artist to release control of his final album under the contract.
  • Several mediations involving celebrity invasion of privacy as primary claims and as cross claims.
  • High profile entertainment-connected businessman claimed defendant’s pursuit of script deal lead to businessman’s loss of script and future prospective deals, alleging self-dealing and defamation.
  • Numerous instances where mediation focused in part upon negotiation of gag orders and mutual press releases due to celebrity status of parties.
  • Alleged misrepresentations by broker/seller in sale of talent agency, including issue of affirmative oral representations by broker conflicting with written “as is” and “no representations” clauses in written sales agreement.
  • Dozens of employment mediations involving companies in the entertainment industry and special issues pertaining to contracts unique to the entertainment industry. Codesigned and presented a conflict-resolution skills training program for human resource and management professionals for Warner Bros.

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Trusts, Estates and Probates

  • Conservatorship dispute between sisters over home care vs. nursing home care of mother with Alzheimer's disease and use of estate assets for improvements in home of the sister caretaker. Estate of Hazel Wittenberg, Los Angeles Sup. Ct. (Central)
  • Legal malpractice claim over proper definition and advisement re charitable trust arising from negligent transfer of assets, and subsequent accounting issues brought by State of California on behalf of charitable trust.
  • Complex trust dispute over management and control of multimillion-dollar business trust, between partner of deceased husband (business trustee) and wife and children of deceased husband’s estate, residuary beneficiaries of business trust. Lloyd v. Faulkner, Los Angeles Sup. Ct. (Central)
  • Dispute between stepmother widow of deceased and children of deceased, to force sale of widow’s residence where trust document presented issue of provision of maintenance and care for widow’s lifetime.
  • Numerous will contests, involving family members and disagreements about the deceased's intent.

Commercial Business

  • Mediation of medical billing dispute between a doctor and billing company over collection efforts and lack of evidence of where receivables went.
  • MEDIATION between public company and former CEO/founder/ inventor over a variety of financial claims, primarily over ownership and control of the development to market of proprietary software key to the company’s future valued at over $200 million.
  • MEDIATION of dissolution of 3 person law partnership, resulting in agreement about allocation of receivables, payables, and on-going client matters.
  • ARBITRATION of issue regarding liability of buyer for invoices generated prior to sale, assumed in writing by buyer, but representing prior relationship with seller; award for seller.
  • MEDIATION of dispute between father and son involving restructure of $2,000,000 stock purchase agreement.
  • Facilitation of ARBITRATION panel and also MEDIATION of various disputes between dealerships and manufacturers.
  • MEDIATION between major Southern California grocery chain and governmentally mandated "spin off" purchaser of store, resulting in dispute over use clause in long term low rent commercial lease assigned by tenant/grocery chain seller.
  • MEDIATION of multi-million dollar development joint venture where agreement was silent on payment of construction cost overrides.
  • MEDIATION of legal malpractice claims involving advice to trustee of trust found by State of California to be a charitable trust, and representation in litigated matter.
  • MEDIATION of several family business trust and estate matters, including dispute over management and control of multimillion-dollar business trust, between partner of deceased husband (business trustee) and wife and children of deceased husband’s estate, residuary beneficiaries of business trust.

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