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Commercial Contracts

Contract Corner: Change Management in Commercial Contracts (Part 1)

by Morgan Lewis on

While a primary goal of any well-crafted commercial agreement is durability—terms that work for the life of the agreement—the only certainty in the course of a long-term commercial relationship is the inevitability of change....more

Textualism and Contextualism in English Contractual Interpretation – Concord Not Conflict

by McDermott Will & Emery on

A recent UK Supreme Court judgment provides helpful guidance on the alternative pathways available to the courts in construing commercial contract provisions. ...more

Between the Clouds: Best Practices for Selecting Hosted Solutions in the Transportation and Logistics Industry

by Benesch on

Transportation and logistics providers are increasingly adopting cloud technology to bring connectivity and scale to their core operating systems. This trend will continue for the foreseeable future....more

Supreme Court confirms that both commercial common sense and the natural meaning of the words matter in contractual interpretation

by Allen & Overy LLP on

In Wood v Capita Insurance Services Ltd [2017] UKSC 24, the Supreme Court again examined the principles of contractual interpretation. In Arnold v Britton the Supreme Court had cautioned against commercial common sense...more

Court Gives Great Weight to Pre-Merger Negotiations in Interpreting an Ambiguous Contract

by Morris James LLP on

Contract interpretation is a staple of litigation in the Delaware Court of Chancery. Disputes over the meaning of commercial contracts, foundational documents such as certificates of incorporation or bylaws or agreements...more

India Modernizes its Arbitration System: U.S. Companies Should Consider Arbitration Clauses in Indian Commercial Contracts

by Foley & Lardner LLP on

The Indian court system has gained an unfortunate reputation for being notoriously slow, cumbersome, unpredictable, and unreliable, which makes solving commercial disputes in India a challenging ordeal. India ranks near the...more

No hiding a cartel under a joint venture marketing company

by Bryan Cave on

We are used to companies being fined for cartels acting undercover to agree on prices or other market parameters. What about companies openly agreeing together through a joint venture company?...more

Recoverability of adjudication costs: TCC shouts down Lulu

by DLA Piper on

In our previous article in this series, "Recoverability of adjudication costs: Is Lulu something to 'shout' about?", we predicted that parties may incorrectly see the TCC decision in Lulu v Mullaley as authority to claim...more

Commercial Division allows fraudulent conveyance claims to proceed in two separate cases

In a pair of recent decisions, Justices Shirley W. Kornreich and Lawrence K. Marks of the Commercial Division ruled that creditors could proceed on their fraudulent conveyance claims seeking reversal of asset transfers made...more

Michigan Supreme Court Makes Commercial Non-Compete Agreements Easier to Enforce

by Miller Canfield on

It is now a lot easier to enforce commercial noncompete agreements in Michigan. In its recent decision in Innovation Ventures v. Liquid Manufacturing, a unanimous Michigan Supreme Court holds that commercial noncompete...more

Top 10 Tips – Contractual Audits

by Reed Smith on

Audit provisions are very commonly found in commercial contracts, especially those which involve payment of a licence fee or royalty. They are often not the clauses which attract the most attention during contract...more

West Coast Real Estate Update: February 2017 #2

by Holland & Knight LLP on

Jury Trial Waiver Undone by a Fundamental California Policy - It is common for commercial contracts to contain a choice of law provision. Some commercial contracts may even contain a clause that waives the right to seek...more

Service of contractual notices under standard form financial contracts – lessons to learn

by Dentons on

Where a contract sets down requirements for the service of notices under it, it is essential to comply with them strictly. Lord Hoffman famously said in Mannai Investment Co Ltd v. Eagle Star Life Assurance Co Ltd: "If the...more

Court Of Chancery Summarizes Law On Reliance Disclaimers

by Morris James LLP on

Large commercial contracts frequently try to limit a buyer’s remedies for any extra-contractual misrepresentations by the seller. Many Delaware decisions deal with disclaimers of extra-contractual representations and this...more

Arbitration Risks: Why Arbitration is Not Necessarily Better, Faster, or Cheaper Than Litigation

by Fish & Richardson on

There is a widespread belief that arbitration is unequivocally a better, faster, and cheaper alternative to litigation. According to some advocates, the advantages of arbitration include (1) saving money by streamlining...more

Common Contractual Battlegrounds: Four Significant, But Often Overlooked, Provisions in Domestic Commercial Contracts

by K&L Gates LLP on

When parties enter into a domestic commercial contract, their focus is typically on memorializing their agreement and getting the deal done. As a result, they may not think critically enough about what will happen if the...more

Competition and consumer law update for the food and beverage sector

by DLA Piper on

Results of a Food and Grocery Code of Conduct supplier survey suggest retailers can improve compliance with the Code - One year has now passed since Australia's two major supermarkets signed up to the Food and Grocery...more

The implications of Brexit on the entertainment and media industry

by Reed Smith on

While the United Kingdom will not leave the European Union overnight, it is important to consider what the result of the Brexit referendum means to the entertainment and media industry. What are the challenges? How do we...more

The principal legal effects of Brexit on commercial contracts in Morocco

by DLA Piper on

Financial analysts remain uncertain about the potential effects on the global economy of the United Kingdom’s anticipated exit from the European Union (Brexit). ...more

Federal Courts Teach Arbitration 101 In Recent Opinions

While state courts have been busy articulating novel interpretations of arbitration law this summer, federal courts seem intent on getting back to basics. In recent weeks, federal appellate courts have reminded parties who...more

Michigan Supreme Court Holds That the Federal “Rule of Reason” Applies in Evaluating the Enforceability of Noncompete Agreements...

by Dickinson Wright on

The Michigan Antitrust Reform Act (MARA) contains a specific provision, MCL 445.774a, that governs the enforceability of noncompete agreements between employees and employers. MARA does not, however, provide standards for...more

Brexit: Key Issues for General Counsel

by Shearman & Sterling LLP on

On June 23rd, the UK electorate voted to leave the European Union in an advisory referendum. We expect the UK Government to commence negotiations to withdraw and to establish a framework for the UK’s new relationship with the...more

Brexit: Implications for commercial contracts

by DLA Piper on

The UK electorate has voted to leave the EU - a decision that has many implications for commercial contracts. Like other supervening events, it is unlikely that Brexit was contemplated by the parties when negotiating and...more

Arbitration and the Courts – A Question of Balance

by Latham & Watkins LLP on

Lord Thomas has delivered a speech calling for the relationship between arbitration and the courts in England and Wales to be rebalanced. This has elicited strong responses from prominent members of the arbitration community,...more

Be Fully Compliant, and Avoid Lawsuits!

by Foley & Lardner LLP on

Who could dislike the title of this post? It promises to solve all your compliance problems and keep your business out of litigation. Were it only that simple. Of course, it is not. But, when it comes to compliance,...more

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