FCA Implications for M&A Transactions
How to Secure Advances to Fund Legal Fees
Mediating Complex Insurance Coverage Disputes Series Part 4 - How to Seal the Deal
Practical Training for Project Managers & Supervisors Two-Part Webinar Series: Part Two
Mergers and Acquisitions - Key Issues in Today's M&A Deals
Indemnification Provisions: What They Mean and What You Should Worry About
FCPA Compliance and Ethics Report-Episode 168-Dan Cogdell on criminal procedure issues in defending an individual prosecuted criminally under the FCPA
CorpCast Episode 2: Advancement 101
Purchase Agreements – Interview with Stephen Gulotta, Managing Member, Mintz Levin's New York Office
The Ninth Circuit Court of Appeals in Live Life Bella Vita, LLC v. Cruising Yachts, Inc., -- F.4th --, 2024 WL 4163709 (9th Cir. 2024) found that claimants seeking indemnification or contribution are additional claimants to a...more
The "usual suspects" when looking for director and officer indemnification requirements are...more
For many years, the rule of law governing claims for contractual indemnification in New Jersey has been well-established under the so-called “Azurak” rule, which requires that, in order for a party to be indemnified for its...more
Woodruff Sawyer has been a leader in the fund-level General Partnership Liability space since the inception of the insurance product over 30 years ago. In today’s business and regulatory environment, the venture capital,...more
In today’s rapidly evolving technological landscape, the integration of generative AI (“GAI”) has become increasingly prevalent across various professions and industries. From enhancing customer experiences to streamlining...more
Rulings by the United States Supreme Court profoundly impact insurers as businesses and corporate citizens. Additionally, decisions from the U.S. Supreme Court can also influence claims and policyholders' liabilities for...more
Brief Summary - The United States District Court for the District of Massachusetts held that the insured failed to comply with the notice provisions of a claims-made policy. Whether the insurer had actual notice of the...more
Additional Insured’s Action Against Insurer Dismissed for Lack of Personal Jurisdiction - The takeaway of this article is for you to consider updating your clients' insurance requirements to require a specific additional...more
The Appellate Court of Illinois, First District, applying New York law, has held that an insurer owed a duty to defend an insured in a lawsuit alleging Biometric Information Privacy Act (BIPA) violations because the...more
Fifth Circuit Ruling Against Blue Bell’s Corporate Directors and Officers May Limit Availability of Insurance Coverage in Shareholder Derivative Actions - In a recent ruling, the United States Court of Appeals for the...more
The use of representations and warranties insurance (RWI or R&W) has become increasingly mainstream; it is used in an estimated 75% of private equity transactions and 64% of the time by larger strategic acquirers. Woodruff...more
8 Reasons to Buy D&O Insurance - 1. Attracting New Directors: D&O insurance makes board seats more attractive. 2. Investor Requirements: Some venture capital and private equity firms require that their portfolio...more
In a February 15, 2023 decision in Twigg v. Admiral Insurance Company, the Oregon Court of Appeals held that an insurance company was not required to indemnify its insured based on a claim for breach of a repair agreement...more
Businesses and individuals enter into indemnification or hold harmless agreements to protect one party of the transaction from the risks or liabilities created by the other party of the transaction. To defray the costs in...more
Warehouse occupancy across the United States hit an all-time high of 96.7% in 2022, and is projected to hit 96% by the end of 2023, according to the research department of Prologis, Inc., a San Francisco-based real estate...more
There are four basic causes of action involved in pursuing risk transfer. Two based upon contractual requirements which are known as Contractual Indemnification and Insurance Procurement, and two based upon the common law...more
Technology Insurance Company, as the liability insurer for a landlord, filed a declaratory judgment action against Main Street America Assurance Company, as the liability insurer for the landlord’s tenant, seeking a...more
On January 23, 2023, the U.S. Court of Appeals for the Seventh Circuit, in Komatsu Mining Corp. v. Columbia Casualty Company et al., (applying Wisconsin law), affirmed a district court’s holding that a settlement in...more
The Securities and Exchange Commission (“SEC”) on October 26, 2022, adopted final rules1 directing national securities exchanges and associations,2 to establish listing standards that require public companies to develop and...more
Our construction clients may spend significant time, money, and effort refining and updating their contract provisions covering indemnification and the duty to defend claims. Consider spending an appropriate and adequate...more
Our clients probably spend significant time, money and effort refining and updating their contract provisions covering indemnification and the duty to defend claims arising on their projects. But they should also consider...more
Here is what we cover in this issue of The Title Reporter: A Legal Update for the Title Insurance Industry •A federal district court in New York has rejected a lawsuit filed by insureds under a title insurance policy...more
Whether they are new executive leaders or longtime members of a corporate board, directors and officers should be considering two prongs of protection – a robust insurance program and a tailored indemnification agreement. ...more
Indemnification of the policyholder is a core principle of the property insurance industry. A similar principle holds that the policyholder shall be “made whole” but not put in a better position than it was prior to the loss....more
A manager or executive under investigation, either internally by the company, or by an authority, should understand the protection offered by D&O policies and company indemnity contracts, and in particular what those products...more