Contract Negotiations

News & Analysis as of

Court Of Chancery Explains How To Interpret A Contract

This is a great case for an explanation of how a court should go about interpreting an ambiguous contract. It explains how extrinsic evidence is used and the role of the good faith negotiator principle....more

Not So Fast My Friend – UAW Membership Rejects Tentative Agreement

During their press conference on September 15, 2015, UAW President Dennis Williams and Fiat Chrysler CEO Sergio Marchionne appeared satisfied with the tentative agreement reached after months of bargaining. The two friends...more

Basic Tax Issues in Mergers and Acquisitions

Mergers and acquisitions ("M&A") are complex, multilayered transactions with multiple moving parts and a healthy dose of negotiation. There are, however, common tax implications at play in most transactions of which...more

What to Consider When Negotiating a Commercial Lease

The time will come when every business owner will be faced with the task of acquiring space to operate, whether it be an initial startup, a move to new space after expansion, an additional location, or even a downsize of the...more

Fifth Circuit Rejects FCA Case Based On Purported Improper Legal Billings

Although litigants frequently contend that the opposing party’s arguments are without factual or legal support, it is uncommon and unconventional for a litigant to contend that the opposing party has violated the FCA by...more

How’s your leverage? The bargaining equation

Leverage in collective bargaining negotiations is so important in a regulatory framework which condones its use. When does an employer in a collective bargaining negotiation in a tough environment typically close the...more

Australian Tax Alert: Double Taxation Agreement with Israel

Whilst Australia and Israel already share a close relationship, a DTA will serve to strengthen the economic ties between the countries. A DTA will provide greater tax certainty for business, enhance both countries' tax...more

Considering Selling Your Company? Tip #4: Utilize the Pool of Potential Acquirers

Nearly every founder or executive considers selling their company at one point or another. Before embarking on the complex process, it is crucial for the company leaders – especially within the ever-evolving tech community –...more

U.S. to China Health Care Arrangements: New Rules for Medical Institution and Service Advertisements

As U.S. hospitals and health care providers continue to explore China’s market for international health care business opportunities, including telemedicine, they often consider providing services or products to consumers...more

Safe Harbor Framework Under Stress

In a non-binding but persuasive opinion provided to the European Court of Justice, the Advocate General argued that (1) member state data protection authorities should be free to suspend data flows under the EU-US Safe Harbor...more

Practical guidance on drafting and negotiating commodities contracts: Focus on Chinese counterparties with emphasis on successful...

It is inevitable that some commodity trades end in dispute, particularly in current markets where prices are generally low and have been falling. This may happen in any jurisdiction, although this article focuses on China and...more

Dennis, Tell Them What They’ve Won

After months of negotiations and several hourly extensions beyond the contract expiration date, the UAW and Fiat Chrysler reached a tentative agreement on September 15, 2015. While the full terms of the tentative agreement...more

Is This Another Mayweather v. Pacquiao?

At least you did not shell out $100 to watch these negotiations. Back in the middle of July, contract negotiations began between the UAW and the Big 3 with several ceremonial handshakes. Ending the two-tier wage structure and...more

Heralding Wholesale Changes for Manufacturers, Labor Board Revamps “Joint Employer” Test

Just in time for Labor Day, the National Labor Relations Board handed organized labor a great gift and potentially disrupted the business and labor relationships of thousands of American manufacturers. On August 27,...more

Owners: Have You Protected Your Project Design?

The owner’s rights to use project design documents can be overlooked during contract drafting and negotiation. Standard form design contracts, however, often contain design document terms that weigh heavily in the architect’s...more

Wireless 101: Maximizing the Value of Your Wireless Lease

You’ve been approached by a wireless carrier to lease space on your building or property—now what? While rent is an important consideration, you should keep in mind other ways to generate revenue in the future, including...more

Landmarks - Summer 2015

Technologically savvy shoppers visiting brick-and-mortar retail locations are increasingly engaging in “showrooming,” a practice where consumers use the brick-and-mortar retail location to evaluate a product in person, yet...more

Letter of Intent: A Seller’s Friend or Foe?

For a business owner, the sale of the company is the final act in the life cycle of the company (TargetCo). It represents the business owner’s opportunity to cash out on and be rewarded for his or her vision, ingenuity, years...more

Civil Code Reform: New Provisions on Contracts and Obligations

On 8 March 2015, the President signed Federal Law No. 42-FZ "On Amending Part 1 of the Russian Civil Code." The amendments aim at increasing the stability and predictability of contractual relations under Russian law at...more

Does the “No-Rehire” Provision in Your Settlement Agreement Restrain the Lawful Practice of a Profession?

When resolving an employment dispute, employers often wish to include a “no-rehire” provision in the settlement agreement. In a typical no-rehire clause, the parties agree that they wish to resolve their dispute and sever any...more

Farewell From Drafting Points

Alas, my time at Reed Smith has come to an end and with it comes the end of Drafting Points. Writing posts for the blog has been an enjoyable and cathartic process for me. Some key take-aways from the posts...more

Do We Have a Deal or Don't We?

How do you know when you’ve reached a final, binding agreement for a real estate transaction? Often one party to a lease, purchase agreement or real estate agreement, or covenant believes the parties have reached a final...more

North Carolina Business Court Recognizes Duty to Negotiate Contracts in "Good Faith"

Until there’s a binding contract, are you free to walk away from negotiations without penalty? Not necessarily. The North Carolina Business Court recently held that in certain circumstances parties have a duty to negotiate in...more

SEE YOU IN COURT – July/August 2015

Mr. Superintendent couldn’t believe that it is already again time for negotiations with the Nutmeg Union of Teachers (NUTS). However, when Mr. Superintendent told Mr. Chairman that teacher negotiations are coming up and...more

The Heat of the Moment: When Inking That Big Deal, Make Sure Dispute Resolution Provisions Are on Your Checklist

The strength of the Seattle area economy has been attracting both national and international attention. The bird that is synonymous with economic activity — the construction crane — is visible from downtown to South Lake...more

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