This Client Alert serves as an executive summary for a supplementary white paper, The Basics of Transacting in Offsets under AB 32, and will assist clients in addressing offset transaction risks. The white paper offers an...more
After luxury real estate attorneys have reviewed the contract, a checklist of items required for the sale can help prepare for closing....more
When purchasing a home, the purchaser should be aware that the doctrine of “Caveat Emptor” or “let the buyer beware” generally applies to the sale of a property. The purchaser has an obligation to inspect the property and to...more
Businesses often acquire other businesses through an asset purchase, rather than a stock purchase, so that the buyer does not inherit the liabilities of the seller. Not all business owners realize that federal labor law...more
Back in Autumn, 2010, we wrote that purchasers of condominium units in the New York metropolitan area were invoking the Interstate Land Sales Full Disclosure Act, 15 U.S.C. §§1701-20 (ILSA), to cancel their agreements to...more
Much of the focus of securities litigation is on the liability of sellers, but what about buyers? Can buyers prevaricate with impunity?...more
A motor home buyer who entered into an installment sale contract with a motor home dealer alleged the motor home was defective from the time of purchase and brought a lawsuit against the dealer and the lender to which the...more
While recovery is well underway, some commercial real estate industry players are still feeling the recession’s after-shocks through litigation in the courtroom. A recent representative high-profile case is Lennar...more
An important decision for the ship sale and purchase market has confirmed that buyers entering into a standard form Memorandum of Agreement (MOA) (on Norwegian Sale Form (NSF) 1993 terms and similar, e.g., the 2012 terms) do...more
In most cases, if this blog mentions Concepcion, it means that a court has found a state statute or line of decisions is preempted by the FAA. A Maryland rule, however, recently ran the Concepcion gauntlet and survived. See...more
In my previous blog post, I argued that reputation, if converted into brands/trademarks, can be the most valuable asset for a company. While all companies claim to have “brand”, typically the company’s name but it is mostly...more
In This Presentation:
- General Indemnity:
(1) Background and structure
(2) Main provisions
(3) Conduct of claims
- Antitrust Indemnity:
(2) Main provisions
(3) Conduct of...more
In a large Chapter 11 bankruptcy case, claims against the debtor are actively traded in the secondary markets. A debtor’s original creditors may lack the liquidity to wait for uncertain payment at the end of the bankruptcy...more
In my last blog post, I discussed the importance of making your company attractive to buyers because the need/desire to exit can arise quickly and without warning. In order to make your company attractive to buyers, you must...more
When Do We Close? -
In today’s post we turn to Question #2 – “When do we close?.” “Closing” is the focal point of any commercial transaction, with good reason. It’s the date that the purchase price is paid to the...more
Originally published in Deal Points: The Newsletter of the Mergers and Acquisitions Committee - American Bar Association - Winter 2013.
When the seller of a business or the assets of a business is negotiating the scope...more
Condominiums have become increasingly popular in recent years among all age groups, including younger first time buyers and empty nesters. A condominium is actually a legal definition that refers to a method of ownership, not...more
Auction houses typically do not disclose the identity of the seller on their sales contracts. A recent New York trial court decision may drastically change that longstanding practice.
The auction trade is supply-driven....more
Italian Law No. 228 dated December 24, 2012, which approved the 2013 budget, contemplates, among others, a new tax applicable to certain financial transactions (the “Tobin Tax”).
The Tobin Tax will apply to transactions,...more
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