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Cadwalader, Wickersham & Taft LLP

What Happens When You Ignore the Supreme Court? Maybe the Ninth Circuit Will Find Out – an Update on National Bank Preemption

As we reported in June, the Supreme Court handed down a decision in Cantero v. Bank of America on bank pre-emption matters that remanded cases decided by three different Circuit Courts, finding that  the courts did not apply...more

Cadwalader, Wickersham & Taft LLP

On the Money: Changes to the UCC’s Definition of Money – UCC 1–201(b)(24) – Part Three

The following article is part three of our series on the 2022 Amendments to the UCC. Please read the first two articles for context. I am going to get right to the point here – the reason that the definition of money has been...more

Farrell Fritz, P.C.

A Gift Horse with Rotten Teeth: When Equity Bequests Violate Transfer Restrictions or Buy-Sell Agreements

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How often do hopeful beneficiaries of a last will and testament expect to receive what they think will be a valuable bequest of a business interest, only to find their joy turn to despair when they discover the bequest...more

Bodman

Federal Circuit Reinforces Implications of the On-Sale Bar for Patent Owners

Bodman on

The recent Federal Circuit case of Celanese International Corp. v. International Trade Commission serves as a significant reminder of the importance of the on-sale bar in U.S. patent law....more

Lerch, Early & Brewer

Hiring an Attorney May Save You Money When Looking to Buy a Home

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Buying a home is commonly an individual’s most significant purchase. A buyer will often turn to a real estate agent for guidance during the home buying process, particularly because historically the seller pays the buyer’s...more

Mayer Brown

Missouri Regulates Providers and Brokers Under New Commercial Financing Law

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Missouri has enacted the nation’s ninth state commercial finance disclosure law, regulating the providers and brokers of certain commercial financing transactions. Signed by Governor Mike Parson on July 11, 2024, Missouri...more

Skadden, Arps, Slate, Meagher & Flom LLP

UK Government Introduces Bill To Clarify the Legal Status of Digital Assets

On 11 September 2024, the UK government introduced the Property (Digital Assets etc) Bill, which provides that digital assets can be considered to be personal property under the laws of England and Wales, and could therefore...more

A&O Shearman

Sanction for scheme of arrangement refused by Hong Kong court: Key takeaways

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Notwithstanding that the requisite statutory majority was obtained in the relevant creditors’ scheme meeting, the Hong Kong Companies Court refused to sanction a scheme of arrangement propounded by a company that professed to...more

Bradley Arant Boult Cummings LLP

Cannabis and Civil Litigation: Has the Cannabis Industry Finally Met Its Most Dangerous Foe?

They say the first step is admitting you have a problem. My name is Whitt, and I’m a recovering litigator. I’ve spent years sending ugly letters and playing a zero-sum game with strangers, and it generally didn’t lead to a...more

Holland & Knight LLP

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

Holland & Knight LLP on

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

Goulston & Storrs PC

What's Market: The Materiality Scrape

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Over the past 15+ years covered by the ABA studies, materiality scrapes have morphed from being a somewhat uncommon provision, seen in about 14% of transactions in 2005, to something near-ubiquitous in M&A purchase...more

World Law Group

Doing Business in Illinois - USA

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In World Law Group's Doing Business In Guide, member firms around the globe share how to successfully do business in their countries, key investment sectors, and what business opportunities are hot in the market right now. In...more

Goulston & Storrs PC

What's Market: No Undisclosed Liabilities Representations

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In M&A transactions, unknown target liabilities are typically addressed in different ways throughout the M&A purchase agreement. A no undisclosed liabilities representation is one of the principal representations in an M&A...more

Lathrop GPM

Ohio Appellate Court Reverses Summary Judgment Holding Regarding Applicability of Area Representative Agreement to Individuals

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An Ohio appellate court, reversing a summary judgment decision, recently held that the “full-time efforts” section of an Area Representative Agreement was applicable only to the area representative entity and not the...more

Thomas Fox - Compliance Evangelist

Tone at the Top Week: Part 1 - The Mandate

The 2022 Monaco Memo emphasized the basic point that the key to every company is culture. The bottom line is that corporate culture matters and corporate culture that fails to hold individuals accountable, or fails to invest...more

Goulston & Storrs PC

What's Market: Representations and Warranty Insurance

Goulston & Storrs PC on

Representation and warranty insurance (“RWI”) is an increasingly important feature of private company M&A transactions. Every other year since 2005 the ABA has released its Private Target Mergers and Acquisitions Deal Point...more

Latham & Watkins LLP

Chambers Global Practice Guides: International Arbitration 2024 - Hong Kong

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Arbitration is a popular mode of alternative dispute resolution in Hong Kong, used increasingly in cross-border commercial disputes and among international parties. In 2023, the Hong Kong International Arbitration Centre...more

Alston & Bird

Settlement Between Delaware and 30 States Ends MoneyGram Litigation

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Following the Supreme Court’s 2023 decision in the MoneyGram case, Delaware and a coalition of 30 states have settled. Our Unclaimed Property Team examines the impact of the settlement on future litigation over escheated...more

Kohrman Jackson & Krantz LLP

Sixth Circuit Says Not So Fast on the Last Chance Agreement

In a recent decision involving the validity of a last chance agreement, the Sixth Circuit concluded that the embedded release of all claims against the employer was not knowingly and voluntarily entered into by the employee...more

Mayer Brown

New Hampshire Significantly Amends Motor Vehicle Retail Installment and Sales Finance Company Act

Mayer Brown on

On August 2, 2024, New Hampshire enacted legislation that significantly revises its Motor Vehicle Retail Installment Sales Act (the “Act”), effective July 1, 2024. Unfortunately, that effective date is not a typographical...more

Mayer Brown

Anti-Suit Injunctions, Arbitration Clauses and (Pro) Active English Courts

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Russia's invasion of Ukraine in 2022 has changed the legal landscape for commercial parties contracting with Russian counterparts in multiple ways. This Legal Insight considers how commercial parties have sought the...more

Cadwalader, Wickersham & Taft LLP

On Being Conspicuous: Changes to the UCC’s Definition of Conspicuous – UCC 1-201(b)(10) – Part Two

The following article is part two of our series on the 2022 Amendments to the UCC. Please read the first article for context. The discussion below is divided such that the first section discusses the edits made in the 2022...more

Cornerstone Research

Considerations for Blow Provisions in Securities Class Action Settlements

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Securities class action settlements often include what is commonly referred to as a “blow provision”—a provision designed to give defendants the option to terminate the settlement agreement if a specified threshold of...more

Goulston & Storrs PC

What's Market: Indemnity Escrows

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Merger and acquisition (M&A) purchase agreements generally include indemnification provisions, pursuant to which any given party (indemnitor) agrees to defend, hold harmless, and indemnify the other party or parties...more

Carlton Fields

What the NAR Settlement and Real Estate Consumer Protection Enhancement Act Means for You

Carlton Fields on

In October 2023, the National Association of Realtors (NAR) was found liable by a federal jury of making home sellers pay excessive commission fees. Following a settlement between the NAR and the federal government, many new...more

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