The Labor Law Insider - Collective Bargaining: Ins and Outs, Nuts and Bolts, Part I
Navigating Reps and Warranties Insurance in 2024: Smooth Sailing or Rough Seas Ahead?
The SaaS Tacks – The Ins and Outs of Negotiating SaaS Contracts
DE Under 3: FAR Council Issued Final Rule Requiring Unionized Workforces on Large Federal Construction Projects
Termination for Convenience How to Prepare Your Settlement Proposal
Additional Compensation from the Government: A Brief Comparison of REAs and Claims
Sign on the Dotted Line: Negotiating an Effective Employment Agreement
Insurance Renewals: Know When to Hold ‘ Em, Know When to Walk Away
Healthcare Employment Contracts: Important Considerations Before Signing on the Dotted Line
Legal Steps For Dentists to Follow When Buying or Selling a Practice
Top 20 Negotiation Tips: #8 and #9
Beyond Regulations: Hospice Business Contracts and Contract Disputes
Top 20 Negotiation Tips: 6 and 7
Strategic Restructuring for the Future - Think Before You Sign: Five Key Insights for VBID and Managed Care Contracts
10 Minutes for Small Firms and Nonprofits to Better Manage Contracts
Financial Planning and Contract Negotiation for Female Physicians
Government Contracting Phase One: Transitioning From Commercial to Government Work
Mergers and Acquisitions - Key Issues in Today's M&A Deals
COVID-19 Commercial Leasing Trends (Part One)
Monthly Minute | Due Diligence Considerations Related to COVID-19
Every so often the Court will reaffirm the primacy of express terms while re-stating the rule that implied terms can only be relied on to the extent they are (i) so obvious as to go without saying, or (ii) necessary to give...more
The High Court has provided a stark reminder of the risks that arise if parties, despite extensive negotiations, fail to sign their agreements, in this case an engagement letter....more
A recent case (Last Bus Ltd (trading as Dublin Coach) v Dawsongroup Bus and Coach Ltd [2022]) has provided a useful reminder of the circumstances in which commercial parties may exclude statutory implied terms, as well as...more
Litigation is, on one analysis, all about telling stories to impartial decision makers. Complex commercial litigation means that those stories are more detailed, more involved and more intricate. That means that telling the...more
On 17 November 2021, the Takeover Panel (the “Panel”) published Panel Bulletin 3 (the “Bulletin”) relating to the requirements of Rule 2.10(c) of the Takeover Code (the “Code”). Under Rule 2.10(c), a person who has given an...more
Times Travel’s business depended upon selling Pakistan International Airlines’ tickets. The travel agency was pressured by the airline to waive claims for unpaid commissions under its old contract, by the threat of the...more
Even though economic ‘lawful act’ duress exists in English law, its scope in contractual negotiations is “extremely limited”. To set aside a contract under lawful act duress, the defendant must have applied illegitimate...more
The pandemic has put many contractual relationships under immense pressure. We explored in our last Business as (un)usual article some of the problems which contracting parties may have inadvertently created for themselves...more
A Material Adverse Effect clause in an SPA excluded conditions resulting from a pandemic except where those conditions would have a disproportionate effect on the target companies as compared to companies in the “industries”...more
It’s midnight and you’re in the final stages of negotiation in a complex international transaction. It’s probably a safe bet that the one thing that is not keeping you awake is a concern over what law governs the arbitration...more
The offeror for Moss Bros sought to rely on standard material adverse change conditions to lapse the offer, on the basis of the impact of the coronavirus (COVID-19) pandemic and related UK governmental measures on Moss Bros. ...more
As sanctions ramp up globally, it is increasingly important for commercial parties engaged in cross border transactions to have certainty (i) as promisees (e.g. lenders) as to when their counterparties may legitimately avoid...more
In a long running group litigation between a number of Sub-Post Masters and Post Office Limited, Mr Justice Fraser, sitting in the English High Court, has given detailed consideration of the issue of relational contracts in...more
The recent decision in Merthyr (South Wales) Ltd v Merthyr Tydfil County Borough Council [2019] EWCA Civ 526, considered the extent to which precontractual material, such as precontractual negotiations or a proposal, may be...more
Setting the scene The long anticipated European Commission (DG COMP) report on "EU loan syndication and its impact on competition in credit markets" (see here) has finally been published. The study primarily focuses on the...more
On October 16, 2018, the Office of the U.S. Trade Representative (“USTR”) notified the U.S. Congress of the Administration’s intent to negotiate three separate trade agreements with the European Union (“EU”), the United...more
As M&A practitioners who do deals in Europe as well as in the U.S. know, the certainty of banking commitments is stronger as a rule in Europe than in the U.S. So much so that, given the choice, it can be a factor in the...more
On 14 June 2017, the EU Commission announced that it was opening an investigation into Sanrio, owner of the Hello Kitty brand. Sanrio have been accused by the Commission of an infringement of Article 101 TFEU, the prohibition...more
A number of recent English court decisions have recast the test for determining when a contractual provision may be unenforceable under English law as a “penalty clause”. The rule against penalty clauses is particularly...more
In a dispute over the scope of an exemption clause in a construction contract, the Court of Appeal declined to apply the contra proferentem rule, emphasising its very limited role when interpreting a commercial contract...more
A long-term licence agreement provided that if the parties could not agree on changes to the contract to reflect a major change in circumstances the matter would be referred to an arbitrator who would decide the new terms....more
The practice of placing the magic words “without prejudice and subject to contract” on every exchange during commercial negotiations can be thought a “belt and braces” or “no harm, no foul” approach, but experience and a...more
Under the English Arbitration Act 1996 the grounds on which an English arbitration award can be challenged in court are very limited. Section 67 of the Act provides that a challenge may be brought on the basis that the...more