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Fair Market Value Contract Terms

ArentFox Schiff

Telehealth Staffing and Administrative Services Gain Favorable Advisory Opinion From OIG

ArentFox Schiff on

On June 6, the US Department of Health and Human Services’ Office of Inspector General (OIG) issued Advisory Opinion No. 25-03, providing important guidance for telehealth organizations and management services organizations...more

Kohrman Jackson & Krantz LLP

Supreme Court Decision in Connelly v. US: Implications for Family-Owned Businesses

In a landmark decision, the U.S. Supreme Court’s decision in Connelly v. United States will require closely-held business owners to reconsider their current buy-sell arrangement in order to avoid additional federal estate...more

Freiberger Haber LLP

Second Department Dismisses Action for Specific Performance Because Contractual Conditions Were Not Satisfied

Freiberger Haber LLP on

Many times, remedies for the breach of a contract other than monetary damages are necessary to make a plaintiff whole...more

McGlinchey Stafford

Am I Entitled to Indemnification? - McGlinchey Commercial Law Bulletin - September 29, 2023

McGlinchey Stafford on

Ohio- Conversion- Bradford v. A Star Properties, LLC, 9th Dist. Summit No. 2023-Ohio-3451- In this appeal, the Ninth Appellate District affirmed the trial court’s decision to grant defendants judgment on a claim for...more

Conn Kavanaugh

Here Comes the Sun: Common Considerations for Solar Installation Agreements

Conn Kavanaugh on

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

Opportune LLP

Valuation Differences Between Business Combinations and Asset Acquisitions

Opportune LLP on

The decision of whether to classify a transaction as either a business combination or an asset acquisition has recently received greater attention. This article will not explore accounting-based pronouncements or the...more

Patton Sullivan Brodehl LLP

Enforcing a Tenant Option to Purchase Under “Changed Circumstances”

Commercial leases sometimes contain an option allowing the tenant to purchase the property. If the option is properly exercised, an enforceable purchase and sale obligation is created, which can be enforced by the courts...more

Gray Reed

Market Value at the Well Trumps Free-Use Clause

Gray Reed on

The common thread throughout the myriad oil and gas royalty cases decided recently by Texas courts could be “harmony”, the reading of different, seemingly conflicting, contract provisions so as to give meaning to all....more

Farrell Fritz, P.C.

Who Decides Disputed Valuation Under LLC Agreement’s Buy-Out Provision: Arbitrator or Appraiser?

Farrell Fritz, P.C. on

It’s not unusual to find buy-out provisions in shareholder and operating agreements that commit the pricing of the buy-out to the “final and binding” determination of one or more appraisers. The same agreements also may...more

Gray Reed

Lessons from an Operating Agreement Dispute

Gray Reed on

Jatex Oil & Gas, L.P. v. Nadel & Gussman Permian, L.L.C. presents several teachable moments: The Texas Property Owner Rule does not allow a non-expert testify on matters requiring expert testimony....more

Farrell Fritz, P.C.

This Single-Appraiser Buy-Sell Agreement Was Asking for Trouble

Farrell Fritz, P.C. on

Was it “an unfortunate attempt to second-guess or even force a ‘do over’ of the appraisal,” as the one side would have it? Or was it a “rigged” and “corrupted” appraisal process that took place behind closed doors and...more

Moritt Hock & Hamroff LLP

Equipment Lessor's Damages Calculation Ruled Unenforceable

In a related update, we called attention to risks and pitfalls to lenders and lessors when seeking prepayment premiums and other charges upon the occurrence of an event of default: Lenders Beware: Acceleration May Defeat...more

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