News & Analysis as of

Competition Purchase Agreement

WilmerHale

EC Issues Revised Guidelines on Agreements Between Competitors: 10 Key Takeaways

WilmerHale on

On June 1, 2023, the European Commission (EC) adopted revised Horizontal Guidelines (HGs) and two updated block exemption regulations (BERs) on research and development (R&D) and “specialisation” agreements. These materials...more

Cooley LLP

Considerations for Companies Seeking Competitor Collaborations

Cooley LLP on

There are many legitimate reasons why your company may wish to collaborate with one of its competitors. You may, for example, want to enter into an agreement with your competitor to develop a new product. Collaboration...more

Kerr Russell

The Significance Of Purchase Price Allocation

Kerr Russell on

Section 1060 and its associated regulations require that buyers and sellers use the “residual” method to allocate the purchase price, which includes not only the cash consideration paid but also assumed liabilities. Pursuant...more

Morgan Lewis - Health Law Scan

DOJ Issues Business Review Letter Greenlighting Expansion of Group Purchasing Arrangement to Cover Optometry Products

The US Department of Justice (DOJ) Antitrust Division issued a Business Review Letter (BRL) on January 15 in response to a proposal by the American Optometric Association (AOA) and AOAExcel GPO, LLC to expand their group...more

Orrick - Antitrust Watch

Merger Non-Compete Clauses – Be Lawful or Be Gone

Non-compete clauses are commonly included in M&A agreements. Although generally recognized as lawful, non-competes must fulfill certain requirements to comply with antitrust and competition laws. A recent FTC enforcement...more

Orrick, Herrington & Sutcliffe LLP

Hell Or High Water For Nidec

The phrase “come hell or high water” is said to have originated in the late 1800s in reference to the conditions cattle herders encountered when they trekked from Texas to the Midwest across large prairies in the summer heat...more

Parker Poe Adams & Bernstein LLP

S.C. Supreme Court Says 150-Mile Radius Reasonable for Sale of Business Noncompete

South Carolina courts evaluate the enforceability of noncompete provisions executed in the employment context and in connection with the sale of businesses under the same reasonableness test. To be enforceable in South...more

Seyfarth Shaw LLP

Texas Appellate Court Holds Condition Subsequent in Noncompete Agreement Excused Former Employee’s Competitive Activities

Seyfarth Shaw LLP on

A Texas Court of Appeals affirmed a summary judgment last month in favor of an ex-employee declaring that a noncompete clause in an asset purchase agreement and separate noncompete agreement did not bar him from competing...more

Orrick, Herrington & Sutcliffe LLP

Antimonopoly Law Considerations and Risk Management in Connection with M&A Transactions - Assessing Competition Risks in...

Introduction: Allocation of antitrust risk is an issue that frequently arises between parties in mergers or acquisitions that raise potential antitrust concerns. • Motivations of the buyer and the seller are the...more

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