News & Analysis as of

Fraud Contract Terms

Fraud is the making of false representations or engaging in deceptive behavior in order to unlawfully secure financial or personal gain. 
Holland & Knight LLP

Commercial Parties, Transactional Lawyers and Litigators Beware: California Law Has Changed

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California law has changed. The change now makes it easier for California litigants to sue their opponents for fraudulently breaching a contract. Lawyers who negotiate and draft agreements subject to California law should...more

Bennett Jones LLP

In Dealing with Fraudulent Conveyances—The Rebuttable Presumption of Fraudulent Intent—IE CA 3 Holdings Ltd. v NYDIG ABL LLC, 2024...

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A requirement of proving a fraudulent conveyance occurred is establishing that the conveyance was fraudulently intended. Courts in British Columbia will rely on the presence of ‘badges of fraud’, such as whether the...more

Freiberger Haber LLP

Courts Will Not Assist An Effort To Enforce An Illegal Contract

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By Jonathan H. Freiberger  The Courts of New York will not aid in the enforcement of a contract when the subject matter is illegal. Cases standing for this seemingly unremarkable proposition are varied. For example, in...more

BCLP

Confronting and Mitigating Against Corruption

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Construction is a $1.7 trillion industry worldwide, contributing between 5 and 7 percent of GDP in most countries. However, it is also an industry that is highly vulnerable to corruption due to its inherent characteristics....more

Freiberger Haber LLP

First Department Reminds Practitioners that “proofreading is an essential, indispensable tool in the drafting of contracts”

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It should go without saying that people make mistakes. After all, people are human, and humans make mistakes. When people draft a document, especially a lengthy or complex one, it is not uncommon for a mistake to be...more

McGlinchey Stafford

Am I Bound by My Client’s Settlement Agreement? - McGlinchey Commercial Law Bulletin - March 8, 2024

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In this appeal, the Eleventh Appellate District affirmed the trial court’s decision to grant the defendant summary judgment, finding, among other things, that equitable estoppel was a defense, not affirmative cause of action....more

K&L Gates LLP

Fraud May Not Always Unravel All–What Does the Contract Say?

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Introduction - In the recent case of Innovate Pharmaceuticals Ltd v University of Portsmouth Higher Education Corporation [2024] EWHC 35 (TCC), the English High Court has determined that a limitation of liability clause in a...more

Farrell Fritz, P.C.

No Deceit, No Defeat: Commercial Division Enforces Broad General Release

Farrell Fritz, P.C. on

A recent decision from Justice Fidel Gomez of the Bronx County Commercial Division, 1125 Morris Ave. Realty LLC v Title Issues Agency LLC, reminds us to closely review the language of general releases as New York courts...more

Cooley LLP

No Carve Out for Fraud in Limitation Clause

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In Innovate Pharmaceuticals Limited v. University of Portsmouth Higher Education Corporation, the High Court of England and Wales held that a limitation clause was drafted sufficiently broadly to limit liability even in cases...more

Morris James LLP

Chancery Decision Explains Availability of Reformation as a Targeted Remedy

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AECOM, et al. v. SCCI Nat’l Hldgs., Inc., C.A. No. 2022-0727-MTZ (Del. Ch. Sept. 27, 2023) - Although the Court of Chancery frequently resolves contractual disputes, it grants contractual reformation only when...more

Troutman Pepper

Summary Judgment Ruling in Complex Contract Dispute Addresses Issues from A (Admiralty) to W (Warranty) and Many in Between

Troutman Pepper on

In a case involving a fact pattern that could be on a law school exam, EDVA Judge Mark Davis provides a detailed analysis of a series of issues in a complex dispute between a yacht owner and a marine engine manufacturer. What...more

Morris James LLP

Chancery Finds Defendants Liable for Fraud Based on the Failure to Disclose Internal Billing Practices

Morris James LLP on

NetApp Inc. v. Cinelli, C.A. No. 2020-1000-LWW (Del. Ch. Aug. 2, 2023) - This decision arose out of the sale of the company Cloud Jumper to NetApp, Inc. The seller’s management had been recording internal software use as...more

Walkers

Speak no evil - no fraud by silence in Jersey law?

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It has been an open question for almost 20 years whether a misrepresentation constituting dol (essentially, fraud) could be made by silence alone in Jersey law. The issue has now been laid to rest following the Royal Court...more

Lathrop GPM

North Carolina Federal Court Rules That Franchise Agreement’s 1-Year Statute of Limitations Clause Barred Action Against...

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A federal court in North Carolina recently dismissed a complaint brought by Bigelow Corporation against its franchisor Hound Town USA because the claims were time barred. Bigelow Corporation v. Hounds Town USA, LLC, 2023 WL...more

Lathrop GPM

Fifth Circuit Affirms Dismissal and Summary Judgment on Distributor’s Claims for Fraud and Breach of Contract Against Manufacturer

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The Fifth Circuit Court of Appeals affirmed a Texas federal court’s (i) dismissal of a distributor’s fraud claims against an automobile-product manufacturer and (ii) grant of summary judgment in favor of the manufacturer on...more

Freiberger Haber LLP

Fraud Claims That Are Duplicative of Contract Claims, Until They Are Not

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A common theme in commercial litigation is the assertion of a breach of contract claim and a fraudulent inducement claim. Where both claims are asserted, more times than not, the fraud claim is dismissed under the duplication...more

Gray Reed

Appeals Court Revives Lessor’s Fraud Claims

Gray Reed on

Tips on litigation avoidance: Not making promises you don’t intend to keep is easy enough. Stating a fact or making a promise and things change, you could be a fraudster if you don’t come clean before closing....more

Latham & Watkins LLP

Avoiding Buyer’s Remorse in M&A Deals

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Changing market dynamics have led buyers to assess available options to address post-closing target company issues. Amid the buoyant market of 2021 and early 2022, compressed deal timelines and frenzied competition...more

Morgan Lewis - Power & Pipes

Real-World Litigation Impacts of Contract Clauses in Energy Contracts: The Importance of Carefully Crafting Disclosure Schedules

Care and diligence must be used when crafting disclosure schedules in merger and acquisition documents. Unclear or incomplete disclosure schedules can have drastic implications for future litigation. Poorly crafted disclosure...more

Hudson Cook, LLP

New Jersey Reaches Consent Order with Yellowstone Capital Regarding MCA Agreements

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On December 27, 2022, New Jersey's Attorney General and Office of Consumer Protection and Yellowstone Capital, LLC and several other associate companies signed a consent order to resolve a lawsuit that alleged violations of...more

The Volkov Law Group

Contract to Invoice to Payment (“Tinkers to Evers to Chance”) (Part II of II)

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The SEC knows that it has powerful enforcement tools. The FCPA imposes two important requirements on issuers – keep accurate books and records and maintain internal controls to ensure that management’s accounting controls...more

Dorsey & Whitney LLP

The California Supreme Court (and Court of Appeal) - August 2, 2022

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We are spotlighting a published California Court of Appeal decision on rehearing for its analysis on contract and fraud claims arising out of a real estate transaction. The California Court of Appeal, Fourth Appellate...more

Allen Matkins

Finders And The Statute Of Frauds

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Section 1624 of the California Civil Code specifies a number of agreements that are invalid unless they, or some "note or memorandum thereof", are in writing and signed by the party to be charged or the party's agent.  One of...more

Goulston & Storrs PC

Indemnification as an Exclusive Remedy (UPDATED)

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Market Trends: What You Need to Know - As reflected in the American Bar Association's Private Target Mergers and Acquisitions Deal Point Studies: Over the time period covered by the nine ABA studies (2005-2021), the...more

Bilzin Sumberg

Delaware Court Upholds “Sandbagging,” But Policy Concerns Linger

Bilzin Sumberg on

It’s a situation that, at least theoretically, could happen many times every business day, all across the country, given how often businesses choose to have Delaware law apply to their contracts. A party (the seller or...more

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