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Contract Negotiations Infectious Diseases

Gray Reed

The Pandemic is not a MAE; Is the Ordinary Course Covenant the New MAE?

Gray Reed on

Recent Delaware cases appear to make two things clear. First, it remains extremely unlikely that a court will find an event or occurrence to fall within the general provisions of a Material Adverse Effect condition and as a...more

Hogan Lovells

Impact of coronavirus on loans in Italy (UPDATED)

Hogan Lovells on

We describe below the legal impact on Italian loan transactions of the current health emergency caused by COVID-19 in light of the recent case law and the latest legislative measures, including a suspension of interest and...more

Hogan Lovells

Try, try (and try again)? – The meaning of contractual “endeavours” clauses

Hogan Lovells on

The tension over COVID-19 vaccine supplies has thrust the thorny issue of interpreting “endeavours” clauses back onto centre stage. But what are they, why are they used and what are the differences between “reasonable...more

Hogan Lovells

§ 313 BGB and governmental Corona measures - “Course Correction” for commercial leases

Hogan Lovells on

With our blog post of December 14, 2020, we had already pointed out the corresponding legislative initiative. In record time, two new provisions on commercial leases (excluding residential leases) were subsequently adopted on...more

Dechert LLP

Delaware Court of Chancery Issues Major Decision on COVID-Related Issues in M&A Deals, Allows Buyer to Terminate Agreement for...

Dechert LLP on

In a late night, 242-page decision, the Delaware Court of Chancery ruled that the buyer in a purchase and sale agreement was relieved of its obligation to close and could terminate the agreement as a result of the changes...more

A&O Shearman

Material adverse effect clauses and Covid-19

A&O Shearman on

A Material Adverse Effect clause in an SPA excluded conditions resulting from a pandemic except where those conditions would have a disproportionate effect on the target companies as compared to companies in the “industries”...more

Hogan Lovells

A review of MAC Clauses in a COVID-19 Climate in Japan (UPDATED)

Hogan Lovells on

Considerations when reviewing your MAC Clause in a COVID-19 Climate - As was the case after the global financial crisis in 2008 and Japan's triple disaster in 2011,companies are turning their minds to their potential...more

Lowndes

Lease Provisions that Should be Re-Evaluated in a Post-COVID World – Part II: Maintenance Obligations, Assignment/Subletting,...

Lowndes on

In Part I of this series, we discussed how COVID-19 had impacted almost every provision of a commercial lease, including the covenant of quiet enjoyment, continuous use provisions and force majeure clauses, among others....more

Proskauer Rose LLP

A Fund Managers’ Guide to Maximizing D&O and E&O Insurance Coverage

Proskauer Rose LLP on

As the economic impact of COVID-19 continues to reverberate across all global industries, there is an increased risk of claims being asserted against private fund managers, their funds and portfolio companies, as well as key...more

Seyfarth Shaw LLP

Reemergence of the Doctrine of Temporary Impracticality or Frustration Under Section 269 of the Restatement (Second) of Contracts...

Seyfarth Shaw LLP on

When trying to understand the full impact of COVID-19 on existing contractual obligations, parties will likely first consult force majeure provisions in their contracts to assess their rights or liabilities for continued...more

Katten Muchin Rosenman LLP

Force Majeure: Friend or Foe Amidst COVID-19

This Katten advisory considers how UK businesses could seek to rely on the principles of force majeure or frustration to suspend or end performance of contractual obligations (without liability) should that be required in...more

Seyfarth Shaw LLP

Applicability of Force Majeure and Impossibility in the Wake of COVID-19 Under New York Law

Seyfarth Shaw LLP on

In the wake of the recent COVID-19 pandemic, and its economic disruption, some contracting parties may seek to be excused from performance under their contracts. For contracts subject to New York law, including insurance...more

Polsinelli

COVID-19 and Its Growing Impact on Commercial Contracts: How Should Contracting Parties Respond?

Polsinelli on

COVID-19 is causing a rapidly evolving public health crisis, and businesses face uncertainty about their commercial relationships. That uncertainty is raising questions about performance under contractual agreements that were...more

Goodwin

The Implications of Coronavirus (COVID-19) on Contractual Performance and Negotiations

Goodwin on

Goodwin has written extensively on the challenges presented by the COVID-19 coronavirus... among these important issues, we also want to encourage our clients to be proactive in responding to the potential impact of COVID-19...more

Hogan Lovells

Coronavirus as a contractual force majeure event: A simple checklist

Hogan Lovells on

Email overload on whether the new coronavirus, COVID-19, triggers a force majeure clause? Whether you're considering a claim, worried about receiving one or busy drafting following the outbreak, here's our 10-point,...more

Troutman Pepper

Your Contracts in a Coronavirus World

Troutman Pepper on

The coronavirus (COVID-19) pandemic continues to have a devastating impact on human health, life and economic activity around the world. The virus has caused severe disruptions to the global economy, including the banning of...more

Goodwin

Insurance Considerations in Light of COVID-19

Goodwin on

In the recent weeks our risk management team has identified a number of insurance-related issues relevant to clients dealing with the outbreak of the disease caused by the novel coronavirus, known as COVID-19, that we felt...more

Partridge Snow & Hahn LLP

What Businesses Can Do To Prepare For Coronavirus

With anxiety over a potential coronavirus (also known as COVID-19) pandemic spreading more quickly than the virus itself, people across the United States are being advised to take the common-sense approaches of washing their...more

White and Williams LLP

Drafting and Enforcing Force Majeure Clauses in the Wake of COVID-19: Details Matter

White and Williams LLP on

The COVID-19 virus, now on the shores of the United States, continues to impact U.S. businesses at an increasing velocity. With workers contracting the virus across the globe and unable to perform their jobs, business owners...more

Lowndes

Coronavirus – Does Force Majeure Apply?

Lowndes on

The coronavirus has disrupted the economy and business activity, making it difficult or challenging for some parties to honor their contractual obligations. In fact, it is apparent that parties are terminating their...more

Goodwin

COVID-19 and the Impact on M&A

Goodwin on

Although COVID-19 is rightfully viewed primarily as a public health and humanitarian issue, it is worth considering the potential impacts of the virus on M&A activity as this dynamic situation unfolds. We are seeing the issue...more

Proskauer Rose LLP

Coronavirus: Details Matter

Proskauer Rose LLP on

As the Coronavirus (COVID-19) continues to disrupt markets and industries globally, businesses face significant internal and external challenges with how to identify and plan for issues caused by the outbreak. In response,...more

Seyfarth Shaw LLP

Managing Project Risk Associated with the Coronavirus Outbreak Through Force Majeure Provisions

Seyfarth Shaw LLP on

Globally, many developers and contractors are scrambling to identify available contractual relief as the Coronavirus (COVID-19) disrupts cross-border supply chains. US businesses will recall a similar effort just eighteen...more

King & Spalding

Coronavirus: Commercial and Legal Considerations for Middle East Businesses

King & Spalding on

The impact of the coronavirus outbreak, now officially named “Covid-19”, on businesses in the Middle East is already being felt; the recent G20 summit hosted in Riyadh, Saudi Arabia discussed economic consequences, government...more

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