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Breach of Warranty Indemnification

Williams Mullen

[Webinar] The Intersection of Rep & Warranty Insurance and Delayed Closings - December 10th, 11:00 am ET

Williams Mullen on

Join Williams Mullen Partners Jon Bliley and Hal Johnson as they discuss the issues that may arise should you face a transaction with a delayed closing where a rep and warranty policy is the buyer’s sole source of...more

White and Williams LLP

Delaware Chancery Court Provides Guidance on Prior Material Breach and Set-Offs

White and Williams LLP on

The Delaware Chancery Court recently reaffirmed several important contract interpretation principles in Post Holdings, Inc. v. NPE Seller Rep LLC, Civil Action No. 2017-0772-AGB. The case highlights the fact that a party...more

Foley & Lardner LLP

Consequential Damage Disclaimers in Supply Agreements

Foley & Lardner LLP on

This is the million (sometimes multimillion) dollar question. According to Black’s Law Dictionary, consequential damages are “losses that do not flow directly and immediately from an injurious act but that result indirectly...more

Carlton Fields

Real Property & Title Insurance Update: Week Ending May 19 & 26, 2017

Carlton Fields on

Real Property Update - Foreclosure/Standing/Lost Note: if plaintiff did not have right to enforce note when lost, plaintiff should present evidence of assignment from payee to plaintiff or affidavit of ownership - ...more

Morris James LLP

Do Post-Closing Merger Price Adjustments Comport With DGCL?

Morris James LLP on

Delaware courts have routinely upheld post-closing merger price adjustments that comply with the requirements of Section 251 of the Delaware General Corporation Law. To allow stockholders to make an informed decision as to...more

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