Shep Davidson

Shep Davidson

Burns & Levinson LLP

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Choice of Law and Liquidated Damages

Two weeks ago, I participated on a panel for a webinar on liquidated damages with three other panelists from New Jersey, Florida and Texas. In preparing with the other panelists, I was surprised to learn that while there are...more

6/19/2015 - Contract Drafting Jurisdiction Liquidated Damages Webinar

Liquidated Damages Can Create a Cap on What You Can Recover

When thinking about liquidated damages, most people focus on the fact that a properly drafted liquidated damages provision will enable the non-breaching party to recover a set amount without ever having to prove how much, if...more

5/19/2015 - Breach of Contract Contract Drafting Damage Caps Liquidated Damages

Tips From The Inside: Stacey Constas, Senior Corporate Attorney, Standex International Corporation

In this installment of The In-House Advisor, we interview Stacey Constas, Senior Corporate Attorney / Corporate Governance Officer at Standex International Corporation, a global manufacturer of industrial components and food...more

4/7/2015 - Business Development Client Services Interviews

Specify When and Under What Circumstances Your Contract Will End

It makes perfect sense that when entering into a new business relationship the parties (and their counsel) are keenly focused on getting things started. While there is nothing wrong with this, sometimes parties forget to...more

3/27/2015 - Business Disputes Contract Drafting Contract Formation Contract Term Shareholders

Track More Than Case Law When Drafting a Noncompete Covenant

No doubt, ensuring that any agreement is consistent with judicial precedent is critical if you want to enforce that agreement at some point in the future. Nevertheless, merely incorporating precedential concepts or language...more

3/20/2015 - Contract Drafting Employer Liability Issues Kroger Non-Compete Agreements

Is Your Liquidated Damages Provision Sufficient to Make You Whole?

The obvious purpose of a liquidated damages provision is to make your client whole in the event that your business partner breaches the agreement. Nevertheless, K.G.M. Custom Homes. v. Prosky highlights that simply having a...more

2/25/2015 - American Rule Attorney's Fees Housing Developers Liquidated Damages Real Estate Development Real Estate Investments

Make Sure You Can Afford to Pay a Bond Before Seeking an Injunction

In order to obtain a an injunction under federal law, the moving party has to show each of the following... (i) It has a likelihood of success on the merits of its claim. (ii) Without injunctive relief, it would...more

2/4/2015 - Agency Agreement Bonds Breach of Contract Federal Rules of Civil Procedure Injunctions Injunctive Relief

Don’t Overlook The Need to Show Irreparable Harm When Seeking Injunctive Relief to Enforce a Non-Compete

When seeking preliminary injunctive relief to enforce a non-compete, the moving party is often focused on how obvious it is that the defendant breached the parties’ agreement. As 7-Eleven recently learned, however, even when...more

1/19/2015 - 7-Eleven Breach of Contract Franchise Agreements Franchises Injunctive Relief Irreparable Harm Non-Compete Agreements Restrictive Covenants Retailers

Two Ways to Use Your Letter of Intent to Lock up a Deal – Maybe, For Good!

Letters of intent (LOI) are routinely used after business people have reached some degree of common ground on a potential deal. Sometimes an LOI comes very early on, before the parties know whether an ultimate agreement is...more

1/13/2015 - Contract Drafting Contract Negotiations Letters of Intent

Filing a Knee-Jerk Counterclaim Can Make a Bad Problem Worse

In today’s litigious world, it is all too common for a disgruntled former business partner to file a lawsuit based on legally weak, if not outright frivolous, claims of wrongdoing. One common reaction is to fight fire with...more

12/19/2014 - Attorney's Fees Business Litigation Counterclaims Employee Definition Employer Liability Issues Independent Contractors Motion to Dismiss Wage and Hour

If You Are a Third-Party Beneficiary, Make Sure the Contract Is Crystal Clear!

In Be Clear if You Want to Have a “Third-Party Beneficiary” in Your Contract, I discussed that if in-house counsel wanted to ensure that a person or entity achieved the status of a third-party beneficiary, it was critical to...more

11/26/2014 - Contract Drafting Insurers Third-Party Beneficiaries

Concerns Regarding Tort Claim Waivers

When Richard Angelo died during a triathlon sponsored by USA Triathlon, USAT thought that the waiver/indemnity Richard had executed would protect the organization. Unfortunately for USAT, that liability limitation turned out...more

11/11/2014 - Indemnity Agreements Waivers Wrongful Death

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