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A repository for the most well-read content on JD Supra at any given time, along with occasional roundups of popular content by specific topic. Also stop by for monthly recaps of hot articles for the previous... more +
A repository for the most well-read content on JD Supra at any given time, along with occasional roundups of popular content by specific topic. Also stop by for monthly recaps of hot articles for the previous thirty days. less -
Goulston & Storrs PC

What's Market: No Undisclosed Liabilities Representations

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In M&A transactions, unknown target liabilities are typically addressed in different ways throughout the M&A purchase agreement. A no undisclosed liabilities representation is one of the principal representations in an M&A...more

BCLP

SEC Again Cracks Down on Companies That Restrict Whistleblowers

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As discussed in our December 15, 2023 client alert, the SEC has waged an aggressive effort to enforce alleged violations of the whistleblower protection rule.  On September 9, 2024, the SEC announced settled charges resulting...more

Goulston & Storrs PC

What's Market: Use of Knowledge Qualifiers

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In merger and acquisition (M&A) transactions, the definitive purchase agreement typically contains representations and warranties made by the seller with respect to the target company. The scope and detail of these...more

Goulston & Storrs PC

What's Market: Compliance With Laws Representations

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In M&A transactions, the definitive purchase agreement (whether asset purchase agreement, stock purchase agreement, or merger agreement) typically contains representations, warranties, and covenants, along with related...more

Poyner Spruill LLP

FTC’s Non-Compete Ban Is On Hold, For Now

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Earlier this year, we wrote about the Federal Trade Commission (FTC) enacting a final rule to ban most all forms of non-compete agreements between employers and employees in the United States (available here).  The ban was...more

Sheppard Mullin Richter & Hampton LLP

Texas Court Stays CMS CY2025 Final Rule on Agent and Broker Compensation and Contract Term Restrictions

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On July 3, 2024, a federal court in Texas stayed provisions of the Centers for Medicare & Medicaid Services’ (“CMS”) contract year 2025 Final Rule that amended the longstanding Medicare Advantage (“MA”) and Part D agent and...more

Troutman Pepper

Cryptocurrency, Sweepstakes, and the Supreme Court: A Tale of Two Contracts

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On May 23, the U.S. Supreme Court issued its decision in Coinbase, Inc. v. Suski et al., unanimously affirming the Ninth Circuit’s decision holding that when parties have agreed to two contracts — one sending arbitrability...more

Sterne, Kessler, Goldstein & Fox P.L.L.C.

FTC Issues Final Rule Banning (Almost All) Non-Compete Agreements

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On May 7, 2024, the Federal Trade Commission (FTC) issued a Final Rule that renders invalid non-compete clauses in standard employment agreements. 16 C.F.R. § 910. Although some limited exceptions apply, this new regulation...more

Akerman LLP - HR Defense

The Era Of The Non-Compete Agreement Is Ending – Or Is it?

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The wait is over, but the fight is just beginning. Will U.S. employers need to break up with non-compete agreements forever? The Federal Trade Commission (FTC) voted “yes” earlier this week in pushing through a Final Rule...more

Warner Norcross + Judd

Tragic Francis Scott Key Bridge Collapse Could Lead to Supply Disruptions

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Over the last several years, the automotive industry has grown accustomed to various supply disruptions, from COVID-19 shutdowns and material shortages to port congestions. The tragic collapse of the Francis Scott Key Bridge...more

Gray Reed

Defense of a Deed Signed by a 12-Year-Old Fails

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Foreshadowing a grim future for family weddings and funerals, Bell and Petsch v. Petch is a property dispute over five tracts of land in Gillespie County, Texas, in which siblings are the combatants. The events are less...more

Warner Norcross + Judd

UAW Contract Negotiations: What Suppliers Should Do to Prepare for Looming Labor Strikes

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Given recent headlines surrounding contentious UAW contract negotiations, it is increasingly likely that a labor strike against one or more of the Big Three automakers is not a question of if such strikes will occur, but when...more

Holland & Knight LLP

What Representations & Warranties Insurance Can Do for Your M&A Deals in Latin America

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In recent years, the use of representations and warranties insurance (RWI) in mergers and acquisitions (M&A) transactions has experienced dramatic growth worldwide. Consequently, deal participants in Latin America are showing...more

Venable LLP

Generative AI: IP and Data Considerations

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Want to learn more about drafting, negotiating, and understanding intellectual property and technology contracts, and have 10 minutes to spare? Grab your morning coffee or afternoon tea and dig into our Tech Contract Quick...more

Cooley LLP

Should Successful Hedging of Potential Losses Reduce Claimant’s Damages?

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In Rhine Shipping DMCC v. Vitol SA, the Commercial Court of England and Wales determined that the claimant’s internal risk management system, by which the risk of loss arising from physical trades was ‘hedged’ against...more

Nutter McClennen & Fish LLP

Massachusetts Court Dismisses Robotics Company’s Chapter 93A Claim Because Company Did Not Allege Former Employee Used or...

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In Vicarious Surgical Inc. v. Beth Tragakis, Judge Salinger, sitting in the Massachusetts Business Litigation Session, dismissed a robotics company’s Chapter 93A claim for lack of any allegations that the robotics company was...more

Morgan Lewis - Tech & Sourcing

IP and Commercial Contract Litigation Developments and Trends: What Transactional Lawyers Should Know

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As part of our Spotlight series, we invited litigation partners Dana E. Becker (Philadelphia), Shon Lo (Chicago), and Krista Vink Venegas, Ph.D. (Chicago), to talk about recent trends and issues in IP-related and other...more

Venable LLP

Technology Contracts: An Overview

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The use, distribution, and licensing of software and technology are commonly governed by legal terms both to protect the software or technology owner intellectual property (IP) rights and to allow another permission to use or...more

Spilman Thomas & Battle, PLLC

Decoded: Technology Law Insights - V 4, Issue 4, April 2023

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Tech Vendors and Cybersecurity – Are They Responsible? It has long been recommended that when you contract with a technology vendor that you include an indemnity clause in the contract wherein the vendor will indemnify you...more

Wyrick Robbins Yates & Ponton LLP

What is a Management Rights Letter?

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Here’s a situation we see often when a company is negotiating a Series A financing. They’ve gotten through diligence, completed the lengthy and difficult process of negotiating, documenting and finalizing the venture...more

Polsinelli

Blockchain Technology: High-Profile Use Cases in the News and Other Alternative Use Cases

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Cryptocurrencies and non-fungible token (NFT) news headlines currently focus on the market crash (sometimes framed as a crypto-winter or cryptoextinction), fraud and the collapse of various crypto exchange platforms — or the...more

FordHarrison

Harry and Meghan: A Case for Non-Disparagement Agreements

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Harry and Meghan are spilling the tea again! Unless you have been hiding under a rock or have been blissfully disconnected from celebrity news, you have likely been bombarded with wall-to-wall coverage of bombshell after...more

Morgan Lewis - Tech & Sourcing

Dependencies in Technology Integration Deals, Part 2: Remedies for Breach

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In Part 1, we discussed what a dependency in a technology integration is and how to deal with it in a contract. In this installment, we’ll consider how to address the risk of the assisting party not providing required...more

Schwabe, Williamson & Wyatt PC

FTC Proposes Regulations Barring Non-Compete Agreements

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On July 9, 2021, President Biden signed an Executive Order requesting that agencies, including the Federal Trade Commission (FTC), issue rules banning employers from entering non-compete agreements with employees. Following...more

Dunlap Bennett & Ludwig PLLC

Updating Government Contracting Documents for Cybersecurity

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This article is the third and final installment in a series of articles about how lawyers can better serve their clients by involving themselves in cybersecurity planning at an early stage. Just like Return of the Jedi was...more

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