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
The Briefing – Creator Contract Liability When Your Platform Disappears: The TikTok Ban
OK at Work: Navigating Customer Terms and Usage
OG Talks: Good Energy and Navigating Transactions
7 Key Takeaways | Ethics in Construction Contract Negotiations and Claims
M&A Considerations for Serial Acquirers
What's the Timeline for a Sale Process?
Balch’s Decision Dive: Texas Trial Court Struck Down the FTC’s Noncompete Rule
Convertible instruments held steady in Q1 2025, but the terms are shifting in favor of investors. Interest rates on convertible notes rose by 200 to 300 basis points, and discount rates climbed as high as 10.5 percentage...more
The Most Favored Nation (MFN) provision in a loan agreement is a lender protection mechanism that is typically seen in credit facilities permitting an uncommitted incremental facility. The MFN provision, a term originating...more
In recent years, ground leases have gained popularity as an alternative for developers, offering more flexibility and leaner launch costs than traditional fee ownership of vacant land, pad sites, storefronts, or other...more
With volatile market conditions and recent FDA shakeups, biotech companies are increasingly focused on bolstering cash runways and accelerating R&D efforts. But fierce competition for financing has some biotechs turning to...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
In the lower middle market — typically deals between $10 million and $100 million — the letter of intent (LOI) serves as a pivotal document that sets the tone for the transaction, shapes the seller’s expectations, and...more
In this week's episode of OK at Work, Sarah Sawyer and Russell Berger from Offit Kurman discuss the impact of current economic uncertainty on business transactions. They share insights on how businesses can protect...more
A hotel comfort letter is a document issued by a hotel franchisor to a lender when a hotel owner (the borrower) seeks financing. It provides the lender with assurances about the relationship between the franchisor, borrower,...more
Successful business owners know one tried-and-true method to grow and scale is through acquisition. In today’s competitive and complex marketplace, the competition is fierce for businesses with a proven track record and the...more
EXECUTIVE SUMMARY - When contract language is ambiguous and the court is tasked with finding the intended meaning, interpretation principles – such as “course of performance” – may be used. But did you know this principle...more
The doctrine of purview under English law plays a critical role in determining whether amendments to a secured facility require reaffirmation or re-execution of guarantees and security. However, when it comes to adjustments...more
In our latest upcoming series of blog posts, we will look at several key points to consider when negotiating commercial real estate purchase and sale agreements from the perspectives of buyers and sellers....more
Periodically, particularly during economic downturns or times of market uncertainty, the private M&A market experiences a significant increase in the use of earnouts. As was the case following the Great Recession and the...more
A side letter in the venture capital sector is an agreement between an investor and the company it is investing in that entitles the investor to certain contractual rights, which supplement and are in addition to other rights...more
KEY FACTS OF REAL ESTATE ACQUISITIONS UNDER MASSACHUSETTS LAW - I. STANDARD FORMS OF AGREEMENTS - A. Offer to Purchase sets forth buyer’s offer of price, date for closing, contingencies for inspections, financing etc....more
In Kigen v NOR Capital, the High Court was asked to interpret a clause to determine whether a “Success Fee” was payable by one party to the other. In a useful illustration of how to apply the established principles of...more
We have said it before – the “credit cornerstone” of a subscription credit facility is the limited partnership agreement (the “LPA”) – it is the primary contract, together with any side letters, governing the relationship...more
The financing of hotels and resorts requires balancing the borrower’s need for flexibility to successfully operate the hotel against the lender’s desire to prevent cash leakage should conditions related to the borrower’s...more
The Federal Trade Commission recently issued a final rule that is squarely aimed at changing the way dealers interact with customers in the financing process. The final rule takes effect on July 30, 2024....more
The doctrine of sovereign immunity is a foundational element of the interplay between a governmental investor’s contractual obligation to satisfy capital calls and a fund’s or lender’s ability to enforce that obligation...more
In recent years, environmental concerns, skyrocketing electricity costs, and tax incentives have led to a boom in both residential and commercial use of solar panels. Stated differently, the masses have flocked to solar not...more
Here’s a situation we see often when a company is negotiating a Series A financing. They’ve gotten through diligence, completed the lengthy and difficult process of negotiating, documenting and finalizing the venture...more
During times of market disruption and economic uncertainty, the representations and covenants set forth in a credit agreement play an even more important role in the ongoing relationship among the loan parties and lenders....more
Attorneys are regularly asked about or faced with the request to backdate a document or set of documents. We are also at times asked about the acceptableness of a document that has been backdated. This article explores the...more
The California Court of Appeal recently ruled that California law treats default interest measured against the unpaid principal balance of a loan as an unenforceable penalty. In Honchariw v. FJM Private Mortgage Fund, LLC...more