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Benesch

Earnout Held to Violate NY Fee Splitting Prohibition

Benesch on

A pivotal decision by a New York Appellate Division court holding that earnouts based on the future revenue of a dental practice violated the NY Fee Splitting Prohibition could substantially impact the structuring of health...more

Mintz - Bankruptcy & Restructuring Viewpoints

In re Weinstein and Mallinckrodt: Implications for Royalty Financings, M&A Earn-Outs, and Other Transactions Involving Future...

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Deal structure matters, particularly in bankruptcy. The Third Circuit recently ruled that a creditor’s right to future royalty payments in a non-executory contract could be discharged in the counterparty-debtor’s bankruptcy....more

Butler Snow LLP

Contractual Waivers of Punitive Damages are Enforceable Under Mississippi Law (at Least Sometimes)

Butler Snow LLP on

In 4-Way Electric Services, LLC v. Huntcole, LLC, __ So.3d __, 2023 WL 4114332 (Miss. June 22, 2023), the Mississippi Supreme Court considered a dispute between the sellers and buyer of a business that refurbishes electric...more

Winstead PC

Court Found That There Was A Fact Question On Whether Officers Violated Fiduciary Duties By Obtaining A Side Bonus From A...

Winstead PC on

A business divorce may mean that the owners need to sell the business or the business’s assets. In the following case, some of the owners/officers took advantage of a sale transaction to benefit from that transaction at the...more

Butler Snow LLP

Following Fatal Treadmill Accident, Supreme Court of Texas Rules Asset Purchaser not Liable for Personal Injury Claims Arising...

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On October 23, 2020, the Supreme Court of Texas ruled on Northland Industries Inc. v. Kouba, a case arising from a fatal treadmill incident. The Court held that the purchaser of the treadmill’s manufacturer did not assume...more

Lewitt Hackman

Franchisor 101: Dickey’s Arbitration Pit

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A federal appeals court upheld a lower court’s refusal to order arbitration against a franchisee who bought an existing franchise. This was despite a provision in the franchise agreement to arbitrate “most disputes.”...more

McDermott Will & Emery

Vested Rights Clause Restores Trademark to Original Applicant

McDermott Will & Emery on

Addressing the issue of trademark ownership under since-terminated development and commercialization agreements, the US Court of Appeals for the Third Circuit reversed in part and affirmed in part, finding that under a...more

Kramer Levin Naftalis & Frankel LLP

Fifth Circuit Holds Executory Contract Not Listed on Bankruptcy Schedules Is Automatically Rejected Upon Expiration of 60-Day...

Kramer Levin Naftalis & Frankel LLP on

The Bottom Line - The Fifth Circuit recently held in RPD Holdings, L.L.C. v. Tech Pharmacy Services (In re Provider Meds, L.L.C.), No. 17-1113 (5th Cir. Oct. 29, 2018), that a patent license that was not specifically...more

Troutman Pepper

NY Appellate Court Weakens 'Manifest Disregard' Exception to Arbitration Enforcement

Troutman Pepper on

A closely followed New York trial court decision in favor of the “manifest disregard” standard for vacating arbitral awards was recently reversed by the New York Supreme Court Appellate Division in In re Daesang Corp. v. The...more

Mintz - Bankruptcy & Restructuring Viewpoints

First Circuit Rules that Bankruptcy Court “Retention of Jurisdiction” Provisions Not Enough to Establish Jurisdiction

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It is very common for bankruptcy court orders to provide that the court retains jurisdiction to enforce such orders. Similarly, chapter 11 confirmation orders routinely provide that the bankruptcy court retains jurisdiction...more

Ward and Smith, P.A.

2016 Guidance from the North Carolina Court of Appeals on Attorney-Client Privilege Issues

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In civil litigation, parties frequently communicate with consultants, tax advisors, friends, family, and others concerning the subject matter of the litigation, and such communications raise issues regarding the possible...more

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