News & Analysis as of

Purchase Agreement Contract Terms Contract Disputes

Hudson Cook, LLP

SDNY Holds that Revenue-Based Financing Contract is Not a Loan

Hudson Cook, LLP on

After a series of adverse decisions against revenue-based financing providers, the U.S. District Court for the Southern District of New York has given one provider a decisive victory and, in so doing, given the industry...more

Pullman & Comley, LLC

Battle of the Forms: A Cautionary Tale for Suppliers

Pullman & Comley, LLC on

Your company has just been awarded its biggest contract ever and everyone in the sales department is joyously high-fiving each other. This contract for clips will put the company on a whole new growth trajectory now that Air...more

Dorsey & Whitney LLP

Delaware Court of Chancery Strictly Construes Shareholder Representative Provision, Complicating Discovery from Shareholders

Dorsey & Whitney LLP on

Following a recent Delaware case, buyers in M&A deals should ensure that their purchase agreements adequately provide for access to information from the seller in case of post-closing disputes. In Fortis Advisors, LLC v....more

Buckingham, Doolittle & Burroughs, LLC

Planning Beyond The Sale Of A Business: Understanding Working Capital Adjustments

• The most common post-sale dispute involves determining the working capital of the sold business. • In planning for the sale, the parties should agree on what is a normal working capital amount, as well as the elements of...more

Gray Reed

The Difficulty of Enforcing an Unwritten Contract

Gray Reed on

Imagine how much better off you would be if the contract you want to enforce had been reduced to writing. See West v. Quintanilla for what happens when it wasn’t....more

Polsinelli

Missouri Appellate Court Explores Legal Remedies after Failed Business Purchase, Joins the Trend of State Court Exploring the...

Polsinelli on

A recent court case from Missouri’s Eastern District Court of Appeals provides insight on the intersection of declaratory judgments, legal damages, and equitable relief, particularly in disputes over complicated business...more

Mitchell, Williams, Selig, Gates & Woodyard,...

Wholesale Water Contract: Arkansas Court of Appeals Addresses Municipality/Water Authority Rate Calculation Dispute

The Arkansas Court of Appeals addressed in a May 23rd opinion a dispute between an Arkansas municipality and public water authority in regards to the sale and purchase of water. See Northeast Public Water Authority of the...more

Snell & Wilmer

“But I didn’t know what I was signing….”

Snell & Wilmer on

In real estate cases—which frequently involve long purchase agreements, loan documents, personal guarantees, deeds of trust, etc.—we’ve likely all had a client or opposing party who trots out the line that they didn’t know...more

McCarter & English, LLP

Delaware Law Updates – The Court of Chancery Determines $2 Billion Dispute Is One for an Independent Auditor to Decide

McCarter & English, LLP on

In Chicago Bridge & Iron Company N.V. v. Westinghouse Electric Company LLC, C.A. No. 12585-VCL (Del. Ch. Dec. 5, 2016), the Court of Chancery granted a buyer’s motion for judgment on the pleadings, holding that the plain...more

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