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Subsidiaries Covenant of Good Faith and Fair Dealing

Burns & Levinson LLP

Don’t Assume That Closely Related Agreements Will Be Interpreted As One Contract

Burns & Levinson LLP on

In some transactions, such as those involving the acquisition of a business, the deal may be documented through a primary contract and subsidiary agreements that are referenced in, or even attached as Exhibits to, the...more

McDermott Will & Emery

Patent Infringement Claim Exempts Related Counterclaims from Mandatory Arbitration

In reviewing the scope of an arbitration agreement that was part of a supply agreement, the US Court of Appeals for the Federal Circuit affirmed the district court’s decision, determining that the defendant’s breach of...more

Cadwalader, Wickersham & Taft LLP

Delaware Court Allows Claims For Breach Of Implied Good Faith Covenant In Earn-Out Case

A recent Delaware Chancery Court opinion in American Capital Acquisition Partners, LLC, et. al. v. LPL Holdings, Inc., et.al. held that a seller’s claim that its buyer diverted opportunities from the acquired business to a...more

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