Commercial Contracts

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Don’t forget the September 23, 2014 deadline to ensure your Business Associate Agreements comply with the Omnibus Final Rule

Under the Health Insurance Portability and Accountability Act (HIPAA) Omnibus Final Rule published January 25, 2013, 78 Fed.Reg. 5566, Covered Entities (CEs) with Business Associate Agreements (BAAs) that were entered on or...more

Supreme Court Affirms in Michigan v. Bay Mills Indian Community: Don’t Roll the Dice with Tribal Sovereign Immunity

The U.S. Supreme Court’s recent decision in Michigan v. Bay Mills Indian Community is a reminder to a broad range of entities, including energy companies, financial service providers, and state and local governments, that...more

Government Contracts Quarterly Update - July 2014

The Government Contracts Quarterly Update is published by BakerHostetler’s Government Contracts Practice team to inform our clients and friends of the latest developments in federal government contracting. Topics will...more

Contracts Update: Consequential Loss: It's All In The Definition

Recent developments in NSW reinforce the importance of not only expressly defining the term 'consequential loss' in contracts, but also carefully considering what categories of losses the exclusion is intended to cover, in...more

Top Ten Issues when Drafting International Agreements – Part I

Cross-border agreements come in all shapes and sizes, from manufacturing agreements to joint ventures, employment contracts to merger agreements. Each type has its own quirks, but we can boil down the most common legal issues...more

M&A statutes of limitations: Delaware moves to vanquish a legal relic

In a world of continuous innovation, it is an understatement that to varying degrees the law lags behind the times. But even measured by the glacial pace of judicial and statutory change, the notion of a corporate “seal” –...more

Use of ADR in Technology Transactions

A recent WIPO Survey assessed the use of alternative dispute resolution (ADR) clauses in various technology transactions, and the results make for interesting reading for anyone who is in the business of negotiating...more

New York Assembly Passes Bill Limiting Contractors’ Use Of Arbitration Provisions

On May 5, 2014, the New York Assembly passed a bill limiting the use of arbitration provisions for employment claims by businesses that contract with New York State. The bill would prohibit New York state agencies from...more

Ten myths of government contracting: Myth No. 3: The contracting officer isn’t really our customer

One of the most significant differences between commercial contracting and Government contracting is the presence and importance of a person called the “Contracting Officer.” There is really no commercial equivalent of the...more

The Entrepreneurs Report - Q1 2014

Wilson Sonsini Goodrich & Rosati’s experience confirms reports that the market remains positive overall, with up rounds comprising more than three-quarters of all venture deals in Q1 2014, the highest proportion in several...more

Impact of New Consumer Contracts Regulation in the United Kingdom on Internet Sales

The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (the “New Regulations”) will come into force on 13 June 2014 in the United Kingdom, revising the way that many traders will have to...more

Dry Times: How to Deal with the Impact of California’s Drought on Critical Commercial Agreements

On January 17, 2014, California Governor Jerry Brown declared a “State of Emergency” in California due to the severity of drought conditions across the State. Since then, the California drought continues to be severe and...more

Germany's Draft Bill on Combating Late Payment in Commercial Transactions: Potential Consequences for Businesses on Both the Legal...

On April 1, 2014, the German cabinet (Bundeskabinett) agreed upon a draft bill on combating late payment in commercial transactions in order to transform certain articles of the Directive 2011/7/EU1 into German law. The...more

U.S. Supreme Court Decision Reinstates $185 Million Arbitral Award - Placing New Focus on Clear Prerequisites to Arbitration in...

In an opinion issued in BG Group PLC v. Republic of Argentina, 134 S. Ct. 1198 (2014), the United States Supreme Court found that a prerequisite to arbitration was a procedural issue to be decided by the arbitration panel and...more

Fourth Circuit Affirms Application of Section 365(n) to Ensure Patent Licensees Sufficiently Protected in Granting Relief to...

The Court of Appeals for the Fourth Circuit, in Jaffe v. Samsung Elecs. Co., Ltd., recently held that a U.S. bankruptcy court is not required under principles of comity to blindly apply foreign law to assets located in the...more

European Commission reduces notification burden for more mergers

SUMMARY - The European Commission ("Commission") has announced its plans to both reshape the simplified merger notification process within the framework of the EUMR1 in order to extend the option of simplified...more

Paris Energy Series No. 8: Beware of the Boilerplate – The Risks of Standard-form Clauses in Common and Civil Law Jurisdictions

1. Introduction - When commercial agreements are negotiated, certain key terms are generally the subject of intense discussion. Once these terms have been agreed, there is a risk the ‘boilerplate’ provisions1 at the...more

Is payment of hire a condition: a long-standing controversy resolved

Kuwait Rocks Co v AMN Bulkcarriers Inc (The Astra) [2013] EWHC 865 (Comm) - On 18 April 2013, Flaux J handed down his judgment in Kuwait Rocks Co v AMN Bulkcarriers Inc (The Astra). The judgment provides long-awaited...more

New Changes to the Late Payment of Commercial Debts (Interest) Act

On 16 March 2013, new regulations came into force in relation to the Late Payment of Commercial Debts (Interest) Act. Enacted to incorporate a recent EU Directive, these new regulations introduce a maximum payment...more

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