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Material Adverse Effects Stock Purchase Agreement

Pillsbury Winthrop Shaw Pittman LLP

Snow Phipps: No MAE or Ordinary Course Breach Related to COVID-19

Delaware Chancery Court awards specific performance after finding that buyer failed to demonstrate a material adverse effect or ordinary course breach by target and that buyer failed to use reasonable best efforts to obtain...more

BCLP

COVID-19: High court issues preliminary ruling on interpretation of Material Adverse Effect clause

BCLP on

In a dispute between WEX (Inc.) (“WEX”) and the shareholders (the “Sellers”) of eNett International (Jersey) Limited (“eNett”) and Optal Limited (“Optal”), following an expedited trial on a number of preliminary issues, the...more

Mintz

Making “Material Adverse Change” Mean What You Choose It to Mean — Neither More nor Less

Mintz on

A recent decision by the Court of Chancery of Delaware provides a reason to pause before agreeing to standard, boilerplate “material adverse change” clauses in purchase agreements. In Osram Sylvania, Inc. v. Townsend...more

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