Five Steps a Healthcare Banker Recommends When Acquiring a Medical or Dental Practice
Schlam Stone & Dolan Partner Jeffrey M. Eilender Discusses Whether Contractual Disclaimers Can Waive Fraud Claim
Nota Bene Episode 117: The Critical Nature of Labor & Employment Diligence in Corporate Transactions with Kevin Cloutier and Shawn Fabian
Mergers and Acquisitions - Key Issues in Today's M&A Deals
Buying or Selling a Business that Borrowed a PPP Loan
Do I need an attorney if I am buying or selling a business?
Purchase Agreements – Interview with Stephen Gulotta, Managing Member, Mintz Levin's New York Office
ITG Brands LLC v. Reynolds Am., Inc., C.A. No. 2017-0129-LWW (Del. Ch. Sept. 30, 2022) - Plaintiff acquired four cigarette brands from the defendant under an asset purchase agreement. Prior to entering into the APA, the...more
Ohio- Excess Sale Proceeds Royal Oaks Landmark, LLC v. Royal Oak Cal, LLC, 12th Dist. Clermont No. CA2021-06-025, 2022-Ohio-1144- In this appeal, the Twelfth Appellate District affirmed the trial court’s decision,...more
In a recent Commercial Division case, Justice Elizabeth H. Emerson was asked to determine whether certain parties were bound by an arbitration clause and whether that arbitration clause applied to a particular controversy—two...more
In LDC Parent, LLC v. Essential Utilities, Inc. (C.A. No. N20C-08-127-MMJ-CCLD (Del. Super. Apr. 28, 2021)), the Delaware Superior Court held that a post-closing purchase price adjustment dispute had to be resolved by an...more
On February 11, 2020, the Michigan Court of Appeals issued a significant decision that impacts manufacturing supply contracts – especially those in the automotive industry – holding that a buyer may enforce a supply contract...more
The recent decision of the Bankruptcy Court for the Southern District of New York in In re AAGS Holdings LLC, Case No. 19-13029 (SMB) (Bankr. D. Del. Nov. 12, 2019), underscores the ability of debtors — and specifically, for...more
The INCOTERMS published by the International Chamber of Commerce (ICC) have long served the international community by offering a “shorthand” for communicating key shipping terms. INCOTERMS are so ubiquitous in international...more
Triumph Aerostructures-Tulsa LLC v. Spirit Aerosystems Inc., C.A. N17C-11-262 MMJ CCLD (August 8, 2018) - Contracts often use the word “including” as part of a definition of a term. But is that to limit or enlarge what...more
The Arkansas Court of Appeals addressed in a May 23rd opinion a dispute between an Arkansas municipality and public water authority in regards to the sale and purchase of water. See Northeast Public Water Authority of the...more
In determining the proper scope of the general release, the court analyzed both the express contract language and the parties' negotiations. Regarding the express contract language, the court found that the general release...more