Changing market dynamics have led buyers to assess available options to address post-closing target company issues.
Amid the buoyant market of 2021 and early 2022, compressed deal timelines and frenzied competition...more
5/12/2023
/ Acquisitions ,
Commercial Insurance Policies ,
Contract Disputes ,
Contract Terms ,
Due Diligence ,
Financial Statements ,
Fraud ,
Indemnity Insurance ,
Insurance Claims ,
Mergers ,
Post-Closing Rights ,
Risk Assessment ,
Target Company ,
Warranty Insurance
A recent decision reminds parties about the need to draft dispute resolution clauses that are tailored to the parties’ agreement.
The Court of Appeal recently ruled that an alternative dispute resolution (ADR) clause in...more
5/3/2023
/ Appeals ,
Arbitration ,
Contract Disputes ,
Contract Terms ,
Dispute Resolution ,
Judicial Remedies ,
Jurisdiction ,
Limitation Periods ,
Mandatory Arbitration Clauses ,
UK ,
Unenforceable Contract Terms
The courts of England are some of the most established fora for dealing with complex commercial litigation. The Civil Procedure Rules (CPR) that apply to English civil litigation, which govern every aspect of cases from...more
12/19/2022
/ Affirmative Defenses ,
Arbitration ,
Breach of Contract ,
Commercial Litigation ,
Contract Disputes ,
Contract Formation ,
Contract Interpretation ,
Contract Terms ,
Coronavirus/COVID-19 ,
Damages ,
Dispute Resolution ,
Good Faith ,
Indemnification ,
Misrepresentation ,
Rules of Civil Procedure ,
UK
The Court of Appeal reiterates the importance of the specific context in interpreting contractual good-faith duties.
English law does not include a general implied duty of good faith. However, the English courts are...more
Litigation is, on one analysis, all about telling stories to impartial decision makers. Complex commercial litigation means that those stories are more detailed, more involved and more intricate. That means that telling the...more
1/5/2022
/ Breach of Contract ,
Business Torts ,
Commercial Litigation ,
Contract Disputes ,
Contract Formation ,
Contract Interpretation ,
Contract Negotiations ,
Contract Terms ,
Coronavirus/COVID-19 ,
Fraud ,
Remedies ,
Rules of Civil Procedure ,
UK ,
UK Brexit
The Court found that the Administration of Justice Act 1920 should be interpreted purposively rather than literally.
The English Court of Appeal has considered for the first time whether the Administration of Justice Act...more
Shijiazhuang Intermediate People’s Court declares arbitration agreement providing for ICC Rules arbitration seated in China invalid.
In a dispute between Hebei Zhongxing Automobile Manufacturing Co., Ltd. (HZAM), a Chinese...more
Buyers’ best defence against M&A fraud requires rigorous, pre-closing due diligence — when fraud is suspected, deal teams should seek legal advice and proceed with caution.
Recent high-profile fraud cases gravely...more
10/29/2019
/ Accounting Fraud ,
Acquisitions ,
Auditors ,
Contract Terms ,
Due Diligence ,
Forensic Accounting ,
Fraud ,
Limitation of Liability Clause ,
Mergers ,
Publicly-Traded Companies ,
Representations and Warranties ,
Risk Management ,
UK
Parties must draft arbitration agreements with Chinese parties clearly and precisely to ensure validity and avoid unwanted litigation.
A Beijing court recently adopted a pro-arbitration approach in upholding the validity...more
Courts of England are some of the most established fora for dealing with complex commercial litigation. The Civil Procedure Rules (CPR) that govern litigation are robust and provide a clear framework for the cost-effective...more
1/10/2019
/ Arbitration ,
Breach of Contract ,
Business Litigation ,
Commercial Contracts ,
Commercial Court ,
Contract Disputes ,
Contract Interpretation ,
Contract Terms ,
Good Faith ,
Rules of Civil Procedure ,
Statutory Remedies ,
UK
Judgment confirms the effectiveness of contractual provisions that prevent the parties from varying their contract orally.
The Supreme Court of the United Kingdom recently held that an oral variation of a contract was...more
Given ongoing competition between buyers in a strong sellers’ market, the resilience of seller break fees as a feature of the European M&A market is surprising. According to the Latham & Watkins 2017 European Private M&A...more