Written Agreements

News & Analysis as of

Federal Circuit Decision Settles GAO/COFC Split on Agency’s Use of Cooperative Agreements

In March, the Federal Circuit settled a split between the Government Accountability Office (“GAO”) and the Court of Federal Claims that focused on the gray area between cooperative agreements and procurement contracts. Siding...more

IP Alert: Don't Forget the IT Agreement

The Healthcare.gov and MNsure websites are recent examples of the challenges of implementing complex information technology projects. Virtually every organization or business, large or small, will acquire new technology or...more

Agreements Re-Entered Into Between City and Successor Agency Pre-AB 1484 are Enforceable Obligations - These Agreements May be...

A Sacramento County Superior Court has ruled that agreements formerly entered into between the city of Riverside and its redevelopment agency, and subsequently re-entered into between the city and the redevelopment agency’s...more

Software Licensing in M&A Transactions

Sometimes an acquired asset may just be a liability in disguise. Scott & Scott, LLP attorney, Brian Von Hatten, looks at a case that underscores the costs of failing to scrutinize agreements with respect to intellectual...more

Updates Regarding Non-Compete Agreements In Connecticut

A new Connecticut law places some restrictions on the use of non-compete agreements in the context of employer mergers and acquisitions....more

AIFMD: Impact on US Investment Advisers - June 2013: Sub-adviser to an EEA manager

AIFMD will affect the operations of US investment advisers which undertake investment management functions and certain other so-called collective management functions in respect of the portfolios of EEA or non-EEA AIF under...more

Legal Alert: IRS Clarifies "Binding Written Contract" Definition in Renewable Energy Tax Credit Begun Construction Guidance

On April 25, 2013, the Internal Revenue Service updated guidance issued on April 15, 2013, that explained how to satisfy the new “begun construction” requirement for the renewable energy section 45 production tax credit (PTC)...more

Real Estate Litigation Update: Statute of Frauds? It Had Better Be Written. Sort of.

Leave it to Don King to muddy the legal waters. Consistent with its recent pattern of strictly enforcing agreements, the Florida Supreme Court issued a decision that refused to expand exceptions to the Statute of Frauds. DK...more

Lenders Beware - Oral Statements may Trump Written Agreements

The California Supreme Court recently held that a borrower may rely upon oral promises to support a fraud claim against its lender even when such oral promises contradict the written agreement....more

Don't Panic - The Fall of Pendergrass and Restoring the Full Fraud Exception to the Parol Evidence Rule May Not Be as Bad as You...

In Riverisland Cold Storage, Inc., v. Fresno-Madera Prod. Credit Ass., S190581, the unanimous California Supreme Court recently overturned the widely criticized Pendergrass rule, thus restoring the full breadth of the fraud...more

California Supreme Court Eases Admissibility of Oral Statements in Contract Fraud Disputes

California, like most jurisdictions, prohibits parties to integrated contracts from introducing “parol evidence” — this is, evidence of prior written or verbal agreements made by a party to a contract — if those alleged...more

New York Appellate Court Enforces ‘No Oral Modification’ Clause, Holds Parties to Their Written Agreement

In response to a deluge of cases involving parties’ attempts to enforce oral modifications of contracts, the New York Appellate Division, First Department recently reiterated that contractual provisions requiring amendments...more

Implementing the Restrictions on the Number of Physician Supervision and Collaboration Agreements under Illinois Law

Restrictions on the number of supervision agreements and collaboration agreements an Illinois physician may maintain require careful oversight and knowledge of the need to ensure compliance with these limitations. Changes to...more

Rogers Towers: Use of FDIC Special Powers: Knowledge by the FDIC or its Assignees is Irrelevant

In previous posts, we introduced the protections afforded the FDIC by the D’Oench Doctrine and 12 U.S.C. § 1823(e), which bar claims and defenses against the FDIC and its assignees by private parties based on improperly...more

Litigation Alert: California Supreme Court Announces Sea-Change in Rules Governing Use of Parol Evidence to Show Fraud in Contract...

Background - On January 14, 2013, the California Supreme Court issued a unanimous decision clarifying – and ultimately rewriting – the applicable legal standard for introduction of parol evidence to show that a contract...more

Disgruntled Borrowers More Likely to Sue Lenders for Fraud as a Result of Recent California Supreme Court Decision

For the past seventy years, California Courts have held that a party is barred from claiming fraud based on an alleged oral misrepresentation that directly contradicted the express terms of a written agreement. This rule had...more

The Quest For Contractual Certainty

The California Supreme Court has re-examined and largely restricted the scope of the parol evidence rule (Code of Civil Procedure §1856) in the case of RiverIsland Cold Storage, Inc. v. Fresno-Madera Production Credit...more

The California Supreme Court Makes It Easier To Attack Written Contracts

On January 14, 2013, the California Supreme Court overruled a decision it issued 78 years ago, making it easier for parties to a written contract to offer evidence showing fraud in the making of the contract. The...more

California Supreme Court Broadens Borrower Fraud Defense to Written Loan Agreements

The California Supreme Court handed down a unanimous decision earlier this week, broadening the scope of the “fraud exception” to the parol evidence rule, to allow a plaintiff challenging the terms of a written agreement to...more

Business Law Newsletter - January 2013

In This Issue: - Written Contracts and the Statute of Limitations...Page 1 - Website Owners: Who is Liable for Third Party Postings on Your Website?...Page 2 - Business Tort Brings Sanctions...Page 3 -...more

NLRB Issues New Guidance on At-Will Disclaimers

The Office of the General Counsel (GC) of the National Labor Relations Board (NLRB or Board) recently issued two advice memoranda that shed some light on the legality of employers’ “at-will” disclaimers in employee handbooks...more

California Wage/Hour Update, No. 1, January 2012: New Rules For Commission-Paid Employees Take Effect January 1, 2013

Effective January 1, 2013, a new California law requires that employees entering into employment agreements which involve compensation, even in part, on a “commission” basis must be provided a written contract which sets...more

California Law Soon To Require Written Contracts For Employees Paid On Commission (AB 1396; Cal. Labor Code § 2751)

On January 1, 2013, all employers with employees in California who are paid by commission will be required to have written contracts with those employees. This law is a significant departure from the previous law, which only...more

Applying Wage and Hour Laws to the 21st Century Series: Telecommuting Risks and Rewards

Telecommuting has become a popular work option for several employers in the recent past. Reasons that employers and employees may consider telecommuting as an option include: increase in flexibility of hours worked, more...more

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