You’re familiar with the boilerplate provisions, often under “Miscellaneous” at the end of a lease. Despite their B-side placement within the lease, these clauses can contain key lease terms. From integration and force...more
In the complex world of commercial international trade, contracts serve as the foundation for successful transactions. A well-prepared contract review checklist provides a basis for lawyers to ensure that all necessary terms...more
It was important, and still is. If you’ve heard it once, you’ve heard it a thousand times – the general terms at the end of an agreement being referred to as “boilerplate” provisions, a phrase that misleadingly suggests...more
As a startup, one of the most exciting moments in your company’s growth is receiving a proposal from a large strategic or market player who wants to engage in a technical interchange in support of a potential business...more
As the world welcomes in the Year of the Ox, we take a look back at 10 recent decisions that made an impact in the past year. In the decisions, the courts considered fundamental issues such as when an arbitral award may be...more
The Situation: Construction disputes face unique challenges in addition to those faced in other types of commercial disputes. Parties often agree to adopt independent expert determination as a means of managing these...more
The laws governing a commercial agreement fundamentally determine the enforcement of that agreement’s provisions. Surprisingly, US-style commercial agreements place this important concept all the way in the back of the...more
The term “force majeure” takes us on a trip down memory lane to the law school classroom where our contracts professor spoke of antiquated doctrines of limited practical use. Or so we thought. As the COVID-19 outbreak...more
North Carolina recently amended its “anti-indemnity” statute, which generally applies to construction-related contracts and agreements with design professionals. At a high level, the new law places additional restrictions on...more
Limited liability companies (LLCs) are famously referred to as “creatures of contract”, whereas the governance of a corporation is comparatively fixed by statute. When forming an LLC, the members have broad discretion to...more
The other day I had a client ask me to review some form documents that another party wanted to use in connection with the client’s website. The basis of the request was that he thought I had prepared, or at least reviewed,...more
When drafting executive agreements, it is easy to focus almost exclusively on benefits and wages, the popular areas, without properly addressing some of the legal concerns that have grown over the last several years. Areas...more
On 4 July 2017, the German Federal Court of Justice (BGH)—in two separate cases—held that pre-formulated agreements on work fees that are payable independent from the term of the underlying loan and agreed between a financial...more
All contracts follow a similar pattern in their structure. They first contain an introduction (known as “Recitals”) that sets forth the purpose of the contract and the expectations of the parties in entering into the...more