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Thomas P. Harlan


Practice Areas: Business Law, Business Litigation, Construction Law and Litigation, Real Estate Law and Litigation, Intellectual Property Law and Litigation, Energy, Employment Law (Noncompete, Employment Agreements), Alcohol Beverage Law and Regulation, and Franchise Law and Litigation.

Biographical Notes: Tom is one of the founding shareholders of Madigan, Dahl & Harlan, P.A. except for a short hiatus with a startup real estate/tax lien acquisition, holding and servicing company, he has practiced law since 1991.

Tom's focus has been on business, construction and real estate law. He serves as counselor to a variety of small to medium-size businesses advising them on all aspects of business law from formation and capitalization of entities, to consulting and negotiating various contracts, leases, and other agreements, and finally representing these clients and their needs in federal and state courts across the country. He has advised clients on all forms of corporate transactions, financing, and land use issues. Tom's experience also extends into the area of energy and infrastructure projects and transactions with an emphasis on wind energy. He has participated in the relicensing of nuclear power plants and their attendant spent fuel storage systems.

Tom has presented at numerous legal education and other seminars on issues concerning real-estate, land use, and construction law.

Representative Work

  • Real Estate:
    • Represented manufacturing company in the sale of its $7.8 million dollar facility.
    • Represented group of investors in a $9 million dollar roll-up of their tenant-in-common interests into a new entity which has a continued ownership interest in the property.
    • Represented clients in an asset sale transaction that involved 52 separate real estate locations.
    • Represented clients in a $25 million loan restructuring secured by various assets including three separate parcels of real estate.
    • Represented client in a purchase of a $2.0 million dollar distressed office building.
    • Represented client in negotiating 38 separate easement agreements to create sufficient space for a 35 Megawatt wind farm.
    • Represented client in negotiating a lease with Texas municipality and easement rights over various gas and oil interests.
    • Worked on all aspects of the purchase, sale, redemption, and foreclosure of tax liens in a $45 million dollar portfolio.
  • Mergers and Acquisitions/License
    • Represented client in an $8 million dollar sale of i-phone app.
    • Represented client in the merger of its medical software business and a capital raise of $10 million dollars to support the continued development of its products.
    • Represented client in a $3.2 million dollar sale of its internet hosting business.
    • Represented clients in a $2.6 million dollar asset sale of its marketing/lead origination business.
    • Represented client in the $3.3 million dollar sale of its aircraft software business.
    • Represented client in the establishment of distribution agreements in South Korea, Italy, and Azerbaijan.
    • Successfully represented client in establishing a dealer network for sales of its products.
  • Litigation
    • Represented five different clients in foreclosing upon over 30 parcels of land in satisfaction of their mechanic's liens.
    • Successfully represented numerous clients in the enforcement of an employment non-compete agreements in the States of California, Colorado, Florida, Illinois, Indiana, Minnesota, New Jersey, New York, Ohio, Oregon and Washington.
    • Successfully represented numerous clients in the enforcement of a non-compete related to the sale of a business in California, Minnesota, Oregon, Washington and Wisconsin.
    • Successfully represented a client in a fraudulent transfer of real property valued at $1.1 million dollars resulting in a forfeiture of the property.
    • Successfully represented a client by challenging the fraudulent transfer of real property valued at $1.5 million dollars among family members. 
    • Successfully represented various lenders on the foreclosure of real property and other assets used to secure financial instruments.
    • Successfully represented numerous shareholders in disputes involving their interests in corporations and limited liability companies.
  • Energy
    • Successfully represented numerous clients in wind project developments including but not limited to the negotiation of land use agreements, easements, turbine supply agreements, power purchase agreements, and engineering, procurement, and construction agreements.
    • Successfully represented a city and county in opposing an upgrade of existing power lines that ran through the city and the county.
    • Successfully represented a client in negotiating a power purchase agreement for electricity generated by gas from an anaerobic digester. 
    • Represented a client in opposing a license to a nuclear power plant allowing it to store spent fuel resulting from its continued operations.
    • Represented a city in opposition to a power uprate for a nuclear power plant and an extension of its license for the storage of spent fuel resulting from the plant's continued operation.
Practice Areas
  • Business Law
  • Business/Commercial Litigation
  • Construction Law and Litigation
  • Real Estate Law and Litigation
  • Intellectual Property Law and Litigation
  • Energy
  • Employment Law (Non-Compete, Employment Agreements)
  • Alcohol Beverage Law and Regulation
  • Franchise Law and Litigation
Current Employment Positions
  • Shareholder
Past Positions
  • Dunkley, Bennett, Christensen & Madigan, P.A., 2002 to 2004
  • Donoghue, McKenney & Harlan, Ltd., 1998 to 2002
  • Tax Lien Resources Group, L.L.C., General Counsel, 1997 to 1998
  • Johnson & Madigan, P.L.L.P., Associate and Partner, 1991 to 1997
  • Hennepin County, Minnesota, Judicial District, Judicial Law Clerk, 1990 to 1991
Bar Admissions
  • Minnesota
  • U.S. District Court District of Minnesota
  • U.S. Court of Appeals 8th Circuit
  • William Mitchell College of Law, St. Paul, Minnesota
    • J.D. - 00/1990
  • University of Minnesota, Minneapolis
    • B.A. - 1987
  • "Rising Star" by the Minnesota Journal of Law and Politics
Pro-Bono Activities
  • Volunteer Lawyers Network
  • MCEA
  • Fresh Energy
  • AirSpace Minnesota
  • Linden Hills Power & Light
  • Simpson Family Housing Services
Representative Clients
  • Blue Plate Restaurant Company, Inc.
  • Bremer Bank
  • Entegris
  • Flagship Bank
  • Jet Edge, Inc.
  • Sushi Avenue, Inc.
  • TC American Monorail, Inc.
  • RAZR Marketing, Inc.