Webinar | Negotiating with Goliath: How Startup GCs Can Navigate Power Differentials in Contracting
The Impact of War on Commercial Contracts and the Global Supply Chain
Law School Toolbox Podcast Episode 267: Listen and Learn -- UCC 2-207 ("The Battle of the Forms")
Williams Mullen's COVID-19 Comeback Plan: Streamlining Your Commercial Contract Negotiations
Bar Exam Toolbox Podcast Episode 98: Listen and Learn -- The "Battle of the Forms" under UCC 2-207
Bar Exam Toolbox Podcast Episode 71: Tackling an MEE Contracts Essay Question
The Benefits of Commercial Item Contracting
Whataburger has once again found itself in the news over a lawsuit it filed over naming rights against a long-standing East Coast burger establishment for its purported infringement of the WHATABURGER trademark....more
When a party fails to comply with a condition precedent, especially if such a provision includes a time limit for the fulfilment of the obligation, it will often advance various arguments to avoid the consequences of...more
La Sección Tercera del Consejo de Estado de Colombia resolvió recientemente el recurso extraordinario de anulación en contra del laudo del 11 de julio de 2022, proferido por el tribunal arbitral constituido para resolver las...more
The foundation of virtually every business and commercial transaction is a contract. It is difficult to imagine a transaction for the purchase or sale of goods, the merger or acquisition of a business, or the provision of...more
In the case of Bellway Homes Limited v Surgo Construction [2024] EWHC 10 TCC, the court addressed whether it is possible to start a smash & grab adjudication but also a claim based on true value adjudication as a secondary...more
Commercial disputes between individuals and/or companies often involve complex issues and debate. Sometimes, however, a claim is made without any legal and/or factual basis and, despite best efforts, the claimant is...more
Following a series of three Supreme Court judgments between 2011 and 2017, the general approach to interpretation of contracts under English law has been fairly clear....more
Contracts for the sale of land or goods often impose “conditions precedent.” This means something must occur before a claim or duty arises. There are many distinct types of these provisions, but a fairly standard condition...more
Agreeing to a contract does not require everyone sitting around a table signing documents; sending a “thumbs up” text message emoji was sufficient to agree to a contract according to a recent Canadian court decision....more
A recent posttrial decision from Delaware regarding an alleged breach of a capitalization representation in a merger agreement is noteworthy. The decision establishes that a party is within its rights to back out of a deal...more
The Alberta Limitations Act does not apply to requests for "a declaration of rights and duties, legal relations or personal status". The exception is narrow. But as recently confirmed by the Alberta Court of Appeal in...more
A relational contract containing a duty to act in good faith could not be implied to contradict express termination provisions....more
Many business deals involve multiple steps after the contractual language has been worked out by the lawyers and the contracts have been signed. For example, there may be several steps involving due diligence, government...more
In a civil case, is it wiser for a business to try to persuade the counterparty to agree from the outset to arbitration—or potentially to place it's very solvency in the unpredictable hands of a judge and jury? Originally...more
The Insolvency and Dispute Resolution team at Walkers in Dubai continue to advise on the impact of the recent sanctions imposed on Russia in an offshore context, including whether such sanctions can give rise to a defence for...more
The Commercial Division’s decision in Rockmore v. Plastic Surgery Associates, LLP demonstrates the broad scope of ERISA preemption and the difficulty of pleading breach of fiduciary duty and conversion claims alongside breach...more
The Commercial Court of England and Wales has outlined limitations of the doctrine of “separability,” i.e., the notion that an arbitration agreement within a commercial contract is distinct from the main contract itself, in a...more
When two parties enter into a contract, they often heavily negotiate the terms. In some circumstances, the parties may take weeks or months to carefully craft the wording of their contracts. In other circumstances, language...more
Whether to terminate of a complex agreement for material and/or repudiatory breach is a common and yet difficult decision to make as a business (and to advise on as a lawyer). And, given the unpredictability of the outcome,...more
The UK Supreme Court has recently confirmed an important principle regarding the application of liquidated damages clauses. In Triple Point Technology, Inc v PTT Public Company Ltd, the Supreme Court confirmed that, as a...more
Sir Rupert Jackson sitting in the Court of Appeal had found that the liquidated damages clause providing for liquidated damages to be paid for each day of delay by the contractor “from the due date for delivery up to the date...more
Changes to complex commercial contracts are inevitable. These contracts, such as large outsourcing agreements, typically include a master services agreement (MSA) and a high number of exhibits and attachments describing the...more
Many modern commercial contracts contain dispute resolution clauses which submit disputes to arbitration. It is common for parties to agree to a set of pre-conditions or escalation mechanisms which have to be complied with...more
Something interesting has happened to me in the past year or so: I started seeing many more cases where two or more parties were Asian, a term I will use to mean both “Asian-American” and “from Asia.” Some have been...more
A dispute resolution clause specifies the process, usually by way of litigation or arbitration, through which parties wish to resolve a dispute between them. A dispute resolution clause must be drafted with essential clarity...more