The Briefing: Court Says “No Way” To 50 Cent’s Battle Over Skill House
From Rent to Rights: Building a Solid Lease Abstract
Protect Yourself and Your Business with Indemnification Understanding
Nonprofit Basics: Grant Agreements—Matching Grants, IP, Recoverable Grants & More
Nonprofit Basics: Grant Agreement Best Practices
What’s in Your Operating Agreement? Legal Tips for Healthcare Providers
Money-Saving Licensing Tips for Startups
Impuesto de Timbre: Cuantía indeterminada
Expert or Arbitrator? — PE Pathways Podcast
The Briefing: Who Owns Jack Nicklaus? Lessons for The Creator Economy From a Brand Battle
Podcast - A Comparative Guide to Obtaining an FCL: DCSA vs. the Intelligence Community
Strategies for Business Resilience in Uncertain Times
Podcast - Colaborar por contrato... sí funciona
5 Key Takeaways | Artificial Intelligence: What Tax Professionals Need to Know
Consumer Finance Monitor Podcast Episode: How to Use the Restatement of Consumer Contracts - A Guide for Judges
Third-Party Risk The competitive world of banking struggles to keep up with technological advances, particularly in a regulatory environment.
Ways Organizations Can Pursue Legal Collections
Navigating Executive Orders: Strategies for Managing Stop Work Orders and Terminations
Trade Secrets in Hollywood: Lessons from Oscar-Nominated Films - Employment Law This Week® - Spilling Secrets Podcast
(Podcast) The Briefing – Creator Contract Liability When Your Platform Disappears: The TikTok Ban
24 years on, the 1% break fee guideline set by the Takeovers Panel still remains standard practice....more
Question: I am selling my practice and plan to become employed by the buyer for a year following the closing. I expect that I will have to agree to a covenant not to compete. This article originally appeared in the August...more
Join attorneys Sarah Sawyer and Russell Berger from Offit Kurman as they discuss indemnification clauses in contracts. They explain what indemnification means, its implications, and the importance of carefully reviewing and...more
In this episode, Mayer Brown’s Global Corporate M&A Podcast unpacks the surprising staying power of term sheets—even after definitive agreements are signed. Hosts Jon Dhanawade, Frank Favia, and Andrew Stanger dissect recent...more
ITG Brands, LLC v. Reynolds Am., Inc., C.A. No. 2017-0129-LWW (Del. Ch. Mar. 3, 2025) - In this case, the Delaware Court of Chancery had previously held that, under the parties’ acquisition agreement, the...more
On August 6, Colorado dramatically changed how restrictive covenants will be handled in the state in the context of health care providers and business owners. The law is not retroactive and will not apply to pre-existing...more
If your medical practice is considering joining a larger group or hospital, it’s important to ask: what if the new relationship doesn’t work out? In some situations, an unwind agreement can provide a path back to...more
On July 31, 2025, Vice Chancellor Lori W. Will of the Delaware Court of Chancery granted partial judgment on the pleadings on a breach of contract counterclaim asserted by defendant, the former majority owner of two...more
Halinski v. ADS Grp. Acquisition, LLC (Del. Ch. (7/25) discusses the propriety of indemnification claims. The relevant SPA deferred payment of a $4,439,000 Tax Holdback to cover certain possible post-closing tax liabilities....more
In the first in our series on JOA issues, we discuss the recent Stabroek JOA Arbitration decision and what it means for JOA parties considering their own JOA Change in Control provisions. Chevron Corporation’s (“Chevron”)...more
Delaware courts are frequently called upon to interpret indemnification provisions linked to representations and warranties, which serve as potential remedies for losses, dictating when and how one party must make whole the...more
Member Jen Rubin is joined by Associate Tom Pagliarini to discuss the strategic use of restrictive covenants in private equity transactions. This episode is part of a series of conversations designed to help employers...more
As the demand for infrastructure assets continues to grow, infrastructure investors are increasingly looking beyond traditional core infrastructure assets and turning their attention to infrastructure services businesses....more
By statutory law, Colorado has generally prohibited restrictive agreements except for specific exemptions. More recent legislation provides greater clarity and specificity as it relates to restrictions on noncompetition...more
A out of the ordinary case: a breach of contract for the sale of a business (rather than the breakdown of negotiations), and more specifically for the transfer of control of the Primonial Group. Back in March 2022, the...more
Kilpatrick’s David Hughes and Jordan Goodman recently presented a “2025 SALT Summer Update” in association with AGN International - a worldwide association of separate and independent accounting and advisory businesses who...more
Globally, market volatility has eroded confidence and subdued M&A activity. A “wait and see” approach is the prevailing sentiment for many market participants; it is difficult to convince boards to advance deals while...more
Every successful business owner has ambition to grow, scale, and take his/her company to the next level. However, there’s one critical, often overlooked aspect that can make or break a business’s ability to get to that level:...more
At a recent Association of Corporate Counsel (Charlotte Chapter) event, Kilpatrick’s Mikail Clark presented on the topic of “Navigating Operating Agreements: Material Terms and Best Practices.”...more
Quelque chose de relativement rare s’est produit au premier trimestre de 2025 dans le domaine des fusions et acquisitions (« F&A ») de sociétés ouvertes au Canada : Une proposition prétendument « supérieure » à celle visée...more
Unclear intellectual property (IP) ownership can pose significant challenges for startups, especially during a sale process (i.e., M&A) or investment rounds. Investors and buyers meticulously examine the chain of title for IP...more
Les tendances récentes observées dans les opérations immobilières au Canada révèlent l’évolution des pratiques de négociation et de nouvelles approches en matière de gestion des risques, de réglementation et de vérification...more
The Department of Defense’s (“DoD”) Under Secretary for Acquisition and Sustainment issued a memorandum on June 23, 2025, that tightens oversight on DoD contracts for information technology consulting & management services...more
When selling a private company, Sellers understandably focus on providing bidders with a comprehensive data room packed with detailed documents and information about every aspect of their business. They expect bidders to pore...more