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Contract Terms

Goulston & Storrs PC

Rethinking Liability Management in Club Deals and Direct Lending: Lessons from the Fifth Circuit’s Serta Ruling and Beyond

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On December 31, 2024, the Fifth Circuit Court of Appeals (the “Court”) struck down the controversial 2020 “uptier transaction” executed by Serta Simmons Bedding (“Serta”). The Serta case and several other state court and...more

Holland & Knight LLP

Change Is Coming: Texas Healthcare Provider Non-Competes Subject to New Strict Limits

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Texas Gov. Greg Abbott on June 20, 2025, signed into law Senate Bill (SB) 1318, which creates greater restrictions on physician non-compete agreements in Texas and, for the first time, extends such restrictions to non-compete...more

BakerHostetler

Automatic Renewal Law Updates - Massachusetts, New York and Connecticut

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Companies selling subscriptions have been busy navigating compliance with the Federal Trade Commission’s Negative Option Rule, which is scheduled to go into effect July 14. But when it rains, it pours....more

Cohen Seglias Pallas Greenhall & Furman PC

FAR Reform in Progress: Breaking Down the Latest Proposed Revisions

The FAR Council has been rolling out piecemeal revisions to the Federal Acquisition Regulation (FAR) as directed by executive order “Restoring Common Sense to Federal Procurement.” For background on the broader goals and...more

Morgan Lewis

Strategy Considerations for Companies Assessing Risks of Fraud Liability for DEI Programs

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On May 19, 2025, the US Department of Justice announced the establishment of the Civil Rights Fraud Initiative, which will “utilize the False Claims Act to investigate and, as appropriate, pursue claims against any recipient...more

Davis Wright Tremaine LLP

Changes Clause Survives First Round of FAR Overhaul

In good news for government contractors, the initial redraft of Federal Acquisition Regulation (“FAR”), part 43-Contract Modifications released on June 12, 2025, did not eliminate the contract clauses that address the...more

CDF Labor Law LLP

Unconscionable Employment Terms In Onboarding Documents Can Void Arbitration Agreements

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On June 13, 2025, a California Court of Appeal struck down an arbitration agreement because of unconscionable terms entered by the parties in a separate employment agreement, governing different dispute resolution fora and...more

Polsinelli

Sixth Circuit Holds TPAs Do Not Get a Free Pass from ERISA’s Fiduciary Duties

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In a decision about ERISA’s fiduciary duties and transparency, the Sixth Circuit in Tiara Yachts, Inc. v. Blue Cross Blue Shield of Michigan held that Blue Cross Blue Shield of Michigan (BCBSM), a third-party administrator...more

Robinson+Cole Data Privacy + Security Insider

VPPA Class Action Plaintiffs May Not Waive Arbitration Goodbye

On June 13, 2025, a federal court in the Northern District of California held that a putative Video Privacy Protection Act (VPPA) class action lawsuit belonged in arbitration, thanks to the defendant company’s arbitration...more

Hall Benefits Law

How Plan Sponsors Can Mitigate Risk in PBM Contracts

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For employers offering benefit plans, fiduciary responsibility is not just a legal designation. Under the Employee Retirement Income Security Act of 1974, as amended, the fiduciary duty is the highest standard of care...more

Goodwin

“‘They Will Thank Me in the Long Run’”: Court of Appeal Considers Good Faith Obligations and Fiduciary Duties of Directors in...

Goodwin on

The English Court of Appeal’s recent decision in Saxon Woods Investments Limited v. Francesco Costa ([2025] EWCA Civ 708) provides clarification on the application of directors’ fiduciary duties and the interpretation of good...more

BakerHostetler

Supermodel, Werk! New York’s Fashion Workers Act Takes Effect

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Brands and agencies, take note: On June 19, the New York State Fashion Workers Act (Act) – a law aimed at implementing workplace, wage, and hiring protections for individuals who provide modeling services in New York – went...more

Tarter Krinsky & Drogin LLP

Planning for Construction Costs in the Face of Tariff Uncertainty

The “reciprocal” tariffs announced on April 2nd, 2025, by the Trump administration to address what Trump declared a "large and persistent U.S. trade deficit," were one of the largest shocks to the international trade industry...more

Seyfarth Shaw LLP

Lone Star Limitations – Texas Further Narrows the Use of Non-Competes with Medical Professionals

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Texas imposes new limits on non-compete agreements with licensed physicians and health care professionals that takes effect September 1, 2025....more

Stoel Rives LLP

Construction Labor Shortages: A Primer for Owners and Contractors

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In the post-COVID world of construction, industry analysts and participants have focused considerable attention on material price escalation concerns and impacts caused by raw material shortages, supply chain issues, and...more

Hall Benefits Law

PBM Contracts Could Expose Plan Sponsors to Fiduciary Liability

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A plan sponsor’s fiduciary duty to be transparent in Pharmacy Benefit Manager contracts safeguards plan participants’ interests and mitigates the risk of litigation, regulatory penalties, and reputational harm, say Hall...more

Cadwalader, Wickersham & Taft LLP

Debt by Design, June 2025 - Permitted Indebtedness

Before a subscription lender can enter into a subscription credit facility with a fund, the subscription lender will need to review the limited partnership agreement (“LPA”) of such fund to confirm the LPA allows for...more

Ius Laboris

Avoiding Unintended Outcomes With Fixed-Term Workers

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Different categories of worker exist in Japan and the classification can have a significant impact on various aspects of employment. Below, we explore the key considerations for employers when it comes to fixed-term...more

Nutter McClennen & Fish LLP

Beyond the Prompt: How Agentic AI is Reshaping Business and Law

Agentic AI refers to artificial intelligence systems capable of autonomously pursuing goals without requiring constant human intervention. Unlike traditional reactive AI – designed to respond to human prompts – agentic AI...more

Holland & Knight LLP

Congreso de la República de Colombia aprueba en último debate reforma laboral

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La Plenaria del Senado de Colombia el 17 de junio de 2025, aprobó en cuarto debate el proyecto de reforma laboral. La iniciativa pasará ahora a etapa de conciliación y aprobación final en ambas cámaras antes del 20 de junio...more

DLA Piper

The SBA Franchise Directory is Back

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The US Small Business Administration (SBA) has reinstated its SBA Franchise Directory after a two-year hiatus. Widely hailed as a valuable resource by stakeholders, the SBA Franchise Directory is a list of franchisors...more

Sheppard Mullin Richter & Hampton LLP

Texas Supreme Court Issues New Interpretation of Texas Usury Law

On May 23, the Texas Supreme Court issued an opinion holding that in determining whether a commercial loan is usurious under Texas state law, the “actuarial method” must be employed. This requires the applicable amount of...more

Barnea Jaffa Lande & Co.

Exemption from Tenders During a State of Emergency in Israel

In routine times, Israeli law obligates public entities to publish tenders for the procurement of goods, services, and the performance of work. However, Israel’s various Mandatory Tender Regulations contain provisions...more

Morgan Lewis

Massachusetts High Court Clarifies Noncompete Law’s Scope, Declines to Let Nonsolicits ‘Through the Back Door’

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In Miele v. Foundation Medicine, Inc., the Massachusetts Supreme Judicial Court (SJC) clarified that the Massachusetts Noncompetition Agreement Act (MNAA or the Act) does not apply to a forfeiture clause triggered by a breach...more

Hogan Lovells

New Oregon CPOM law takes aim at “Friendly PC” arrangements

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On June 9, 2025, Oregon enacted Senate Bill 951, which strengthens Oregon’s existing prohibition on the corporate practice of medicine (CPOM) by limiting the scope of permissible arrangements between professional medical...more

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