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Eviction Essentials and Lease Management
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Staying Ahead with Federal Government's Impact on Business
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Consumer Finance Monitor Podcast Episode: “Accidental Arbitration” -- A New Theory that Would Rein in Consumer Arbitration Clauses and the Scope of the FAA
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Bar Exam Toolbox Podcast Episode 298: Spotlight on Contracts (Part 2)
Bar Exam Toolbox Podcast Episode 297: Listen and Learn -- Third-Party Rights in Contracts (Part 2 - Beneficiaries)
Law School Toolbox Podcast Episode 487: Listen and Learn -- Consideration (Contract Law)
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7 Key Takeaways | Ethics in Construction Contract Negotiations and Claims
Bar Exam Toolbox Podcast Episode 257: Listen and Learn -- Consideration (Contract Law)
Viaje al Pasado Legal: Una Reclamación en Piedra
The SaaS Tacks – The Ins and Outs of Negotiating SaaS Contracts
Navigating Power Allocation and Customer Choice in a Regulated Landscape - Energy Law Insights
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Fluency in Incoterms® is helpful for any contractor or materials supplier engaged in international trade. Most recent articles discussing construction and international trade emphasize how tariffs can increase construction...more
It is common for construction industry participants to source various machinery, materials or components from overseas for construction projects in Hong Kong, or to have part of the construction and fabrication or assembly...more
For construction lawyers, the Battle of the Forms presents a familiar fact pattern. A material supplier/seller provides a potential buyer with a price quote along with its standard terms. The buyer, usually a contractor or...more
What is a right of first refusal clause in a real estate transaction? A right of first refusal, “ROFR,” may be considered a common clause seen in real estate agreements. But the effects of an ROFR can be quite harmful if...more
In the context of the tariffs imposed by the Trump Administration on imported goods, a prevalent misconception has arisen that foreign suppliers automatically bear the cost of these tariffs. The reality, however, is more...more
The question of enforceability of an offer to purchase real estate was addressed by the Massachusetts Appellate Court in McCarthy v. Young, 105 Mass. App. Ct. 203 (2025). In this case, the buyer offered to purchase real...more
The High Court has ruled that earn-out calculations, emailed by the buyer to the sellers in relation to a share sale, were not validly communicated. Earnout calculations and notice provisions - Under an earnout provision...more
For sellers of goods, it is all but impossible to escape the reach of the Uniform Commercial Code (“UCC”) because its Article 2 applies to sales of goods. The UCC contains several buyer friendly provisions (including certain...more
This CLE course will guide deal counsel in drafting and negotiating asset purchase agreements. The panel will discuss legal considerations when negotiating representations and warranties, indemnities, covenants, closing...more
Contract parties, sophisticated and unsophisticated, often attempt to limit their exposure to post-execution claims of the contract counterparty, particularly to misrepresentation claims, by the contract language. These...more
A recent decision out of the Delaware Court of Chancery in John D. Arwood et al. v. AW Site Services, LLC, sheds significant light on whether a party to a contract governed by Delaware law may “sandbag” its counter party: as...more
Equine sales are on the upswing these days, and many believe we’re now in a seller’s market, with high prices and eager buyers. As a busy lawyer with over 35 years of experience, my phone rings frequently with calls from...more
As any parent with more than one child can attest, most people, including not only children but also adults, believe that if another person commits the first offense, then a counter, or retaliatory offense is justified. Such...more
The COVID-19 pandemic has caused severe disruption, distress and uncertainty for companies across almost every industry. While this initially resulted in a substantial slow-down in the M&A market, transactional activity is...more
Q2 2020 saw a tangible increase in the number of queries from clients asking about the enforceability of take or pay clauses common in supply agreements. Intermingled with questions around force majeure, the key issue appears...more
A buyer and seller of real estate will often include a liquidated damages provision in the purchase and sale agreement as a means for stipulating the amount of damages the seller will receive in the event of a breach of the...more
• 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
In the recent case of Glidepath Limited v. Beumer Corporation, the Delaware Court of Chancery considered the case of whether a court could apply equitable principles to reform the dates in a purchase contract for measurement...more
Some of the most important terms in any contract for the sale of goods are the warranties that apply to the goods. In addition to any express warranties made by the seller, the law implies certain warranties in some...more
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
The Pennsylvania Supreme Court ruled that a builder’s implied warranty of habitability extends only to the initial buyer of a home, and not to subsequent purchasers. In Conway v. The Cutler Group, Inc., the Court reversed an...more
In late 2012, we reported on a New York Appellate Division order that sent shockwaves and fear of instability through the auction house world. Late last month, the New York Court Appeals issued its opinion in the case of...more