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Contract Formation

Falcon Rappaport & Berkman LLP

Five Critical Mistakes to Avoid in Purpose-Driven Businesses

So, you’re very excited. You’re about to launch a new purpose-driven company. Or maybe you have one, but something just doesn’t seem to be working the way you’d like. Here are five critical mistakes to avoid with your new or...more

Mayer Brown

A Delaware Law Alert: M&A Disputes

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Two recent Delaware Superior Court opinions are essential reading for M&A practitioners drafting language with respect to how disputes related to purchase price adjustments, earnouts, and other accounting-related...more

Bowditch & Dewey

You Just Hit “Send.” Did You Also Form a Valid, Binding Contract?

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In Boulay v. Boulay, the Land Court addressed whether email correspondence may constitute a valid, binding contract in the context of a real estate transaction. In Massachusetts, a specific pitfall of negotiations via email...more

Whitman Legal Solutions, LLC

Exhibits, Schedules, and Addenda – the “Encores” to a Contract

Common Contract Add-Ons - Exhibits, addenda, and schedules all can be attached to contracts. They should be agreed to before the contract is signed. With commercial real estate contracts, there’s a common practice of...more

Sullivan & Worcester

Interpreting English Law Contracts: avoiding the bear traps

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The importance of clear drafting cannot be overstated. Ambiguity of language can lead to disputes, costly litigation and unintended outcomes. The recent Court of Appeal judgment in Cantor Fitzgerald & Co v Yes Bank Ltd [2024]...more

Allen Matkins

If A Contract Creates No Legally Enforceable Rights, Is It A Contract?

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The word "contract" is derived from the Latin word contrahere which means to draw (or drag) together.   The California Civil Code defines a "contract" as "an agreement to do or not to do a certain thing".  Cal. Civ. Code §...more

Law School Toolbox

Bar Exam Toolbox Podcast Episode 257: Listen and Learn -- Consideration (Contract Law)

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Welcome back to the Bar Exam Toolbox podcast! Today, in an episode from our "Listen and Learn" series, we're discussing an important concept from Contract Law - consideration - which is one of the three requirements of...more

Barnea Jaffa Lande & Co.

Informal Agreements or a Binding Contract?

Everyone knows what a contract means. But what does a “non-binding contract” mean? Does it encompass, for example, a memorandum, meeting minutes, a document containing nonspecific points of consent in principle? A recent...more

Venable LLP

Lead Generation: An Excerpt from the Advertising Law Tool Kit

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In the evolving world of lead generation and performance-based customer acquisition, the quest for profits can lead to big legal risks, some of them too large for advertisers that buy leads through third parties. Advertisers...more

Hogan Lovells

Language barrier: Supreme Court clarifies language requirement in contracts in Indonesia

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The Indonesia Supreme Court has stated that the absence of a Bahasa Indonesia language version of a contract should not of itself mean that the contract should be voided, except where it can be proven that the absence of such...more

Whitman Legal Solutions, LLC

Why People “May” Incorrectly Use “Shall,” “Must,” and “Will” Even Though They “Should” Know Better

Contracts, real estate leases, and other legal documents also often include provisions that are mandatory (like obligatos) and/or are optional (like ossias). Terms such as "shall," "must," "will," "may," and "should” each...more

Freiberger Haber LLP

Second Department Holds That Material Term of Contract For Sale of Real Property (i.e., the Property Description) Was Too...

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This BLOG has written numerous times on issues related to contract formation. See, e.g., [here], [here], [here], [here] and [here]. Briefly stated, “[t]o create a binding contract, there must be a manifestation of mutual...more

Nutter McClennen & Fish LLP

Massachusetts Court Awards Preliminary Injunction to Wrongfully Terminated Board Member

Judge Kazanjian, sitting in the Massachusetts Business Litigation Session, allowed a plaintiff board member’s motion for a preliminary injunction. Judge Kazanjian’s order reinstated the plaintiff to the board of directors and...more

Stoel Rives -  Ahead of Schedule

Contract Drafting Tips for Rooftop Solar and Carport Solar Leases

Adding solar energy facilities to a rooftop or a parking lot is an excellent way to put developed land to even more productive use. Hosting a solar array can create value for a property via a new revenue stream from rent...more

BakerHostetler

DSIR Deeper Dive: Data Processing Addendums: Indemnities, Limitations of Liability and the Cost of a Data Breach

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When negotiating technology or data services contracts, businesses of all sizes and industries are now spending more time and attention on privacy controls. The increasing prevalence of comprehensive U.S. state privacy laws...more

Barnea Jaffa Lande & Co.

Contracts, Signatures, and Smileys: Are Emojis Legally Valid?

A few weeks ago, a Canadian farmer sent a text message to a company he worked with that included a thumbs-up emoji, which symbolizes approval or agreement. To his surprise, the Canadian court treated this emoji as the...more

Tucker Arensberg, P.C.

No Signature, No Problem: How Conduct Can Bind an Employer to an Agreement

Tucker Arensberg, P.C. on

In a recent case involving the Steelworkers Pension Trust (the “SPT”) versus Republic Steel, a federal magistrate judge in the Western District of Pennsylvania ordered Republic Steel to pay the SPT nearly $1.4 million for...more

Ervin Cohen & Jessup LLP

Los Angeles Enacts Freelance Worker Protections Ordinance

With the stated purpose of providing protection to freelance workers who may struggle to receive timely and full payment for their services, the city of Los Angeles has established an ordinance which will require hiring...more

Epstein Becker & Green

Columbus, Ohio, Adds Freelance Worker Protections to Its City Code

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The nationwide growth of the “gig economy” has provoked the enactment of laws aimed at providing economic protection to freelance workers. In May 2023, the Columbus  City Council joined this national trend by amending the...more

BCLP

Formalism on the Chopping Bock - the ECJ’s judgment in Super Bock

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The ECJ’s recent preliminary ruling in C-211/22 - Super Bock Bebidas (“Super Bock”) is significant for businesses and competition authorities. It is well-established that categorisation of conduct as a ‘by object’...more

Benesch

Don’t Hide Your Hyperlinks: (Successfully) Using Arbitration Agreements to Avoid Class Litigation

Benesch on

In the ever-evolving landscape of TCPA litigation, the recent case of Hooper v. Jerry Insurance Agency, LLC, No. 22-cv-04232, 2023 U.S. Dist. LEXIS 105247 (N.D. Cal. June 1, 2023) provides a noteworthy exploration of contract...more

Hudson Cook, LLP

CRFA Insights

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One of the downsides of working with the public is that sometimes the public will be disappointed with the service you offer. And in this era of the internet, the number one remedy consumers have is to complain about...more

BakerHostetler

Licensing vs. Franchising: Are You Accidentally Creating a Franchise?

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A trademark license may seem straightforward. It is an arrangement that gives a licensee the right to use the licensor’s mark in some manner for some amount of time, with the licensor exercising quality control over the goods...more

Stikeman Elliott LLP

Québec’s Language Legislation: Be Ready for Important Changes Impacting Commercial Contracts, Trademark Usage and Government...

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Our August 2022 post summarized the main business-related changes that Bill 96 made to the Québec Charter of the French Language (“Charter”). This post provides updates on several key issues, particularly the potential impact...more

Sheppard Mullin Richter & Hampton LLP

Government Contracts Cost and Pricing – The Truth in Negotiations Act … or Whatever the Kids Are Calling It These Days (Part 2)

Welcome back to the Cost Corner, where we provide practical insight into the complex cost and pricing regulations that apply to Government contractors. This is the second installment of a two-part article on the Truthful Cost...more

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