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Compliance Tip of the Day: Avoiding CCO Liability
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2022 FCA Year in Review and Emerging Trends for 2023
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Corporate Criminal Liability in South America
Hinshaw Insurance Law TV – Cybersecurity Third and Final Part: Ransomware
Law Brief®: David Pfeffer and Richard Schoenstein Discuss the Legal Implications of Infrastructure Collapses
Texas House Passes Pandemic Liability Protection Act
Roadmap to Joint Venture Agreements: Legal and Accounting Considerations
The Risk of Personal Injury Claims from COVID-19 and What to Do About It
On-Demand Webinar | Eminent Domain in 2020: A Year in Review
What No Statutory COVID Immunity Means for Businesses
New Developments in the World of Section 230
False Claims Act Implications for PPP and Disaster Relief Loans: What Small Businesses Should Be Ready For
JONES DAY TALKS®: Riding the Green Bond Wave: Focus is on Standards as Volumes Surge
Blakes Continuity Podcast: Life Sciences: Liability and Immunity During COVID-19
A Discussion on the Kollaritsch v. Michigan State University Board of Trustees Decision
[WEBINAR] Automated Vehicle Pilot Project Risks and Smart Infrastructure
AG Mobile Holdings, L.P. v. H.I.G. Mobile, L.P., C.A. No. 2023-1103-MAA (Del. Ch. Feb. 13, 2025) - In this recent decision, the Court of Chancery reaffirmed that parties to alternative entity agreements are free to order...more
While sellers typically initiate the first drafts of commercial real estate purchase and sale agreements, some larger buyers have the leverage to require use of their own form agreements. Sellers in these situations should be...more
Representation & Warranty Insurance (“RWI”) is specialty insurance coverage purchased for M&A deals which provides third-party insurance coverage for certain breaches of the Seller’s representations and warranties in the...more
In M&A transactions, unknown target liabilities are typically addressed in different ways throughout the M&A purchase agreement. A no undisclosed liabilities representation is one of the principal representations in an M&A...more
In the context of mergers and acquisitions, an acquisition target’s qualified retirement plans, health plans, executive compensation arrangements, and benefit programs (referred to collectively as “benefit programs”) can all...more
In structuring a transaction, parties consider a variety of forms of business combination depending on the specifics of the buyer’s goals, the target’s business, transferability of the target’s assets, and various tax...more
After completing the arduous task of preparing to sell a business and agreeing to the terms in principle for a transaction in which a business owner will sell his or her “life’s work,” selling business owners (“Seller” or...more
Generally, net working capital is determined by subtracting the business’ current liabilities from its current assets, excluding cash. Transactions are commonly structured on a “cash free” basis with the seller retaining the...more
Join ICPA and Braumiller Law Group's Washington D.C. of Counsel Jim Holbein for a presentation on incoterms - The webinar will cover the obligations, costs and risks associated with all the seven multimodal Incoterms and...more
On September 30, 2022, Vice Chancellor Lori W. Will of the Delaware Court of Chancery granted summary judgment to the seller of several cigarette brands, finding that the buyer was responsible pursuant to an asset purchase...more
KEY FACTS OF REAL ESTATE ACQUISITIONS UNDER RUSSIAN LAW - I. Types of real estate • land plots; • buildings, facilities, and other objects closely connected with land (i.e., objects that cannot be removed without...more
Significant differences exist between terms that typically apply in M&A transactions in Africa and Europe - "Acquirers tend to view European markets as being more seller-friendly than African markets." Although the...more
For the past two decades, courts have afforded directors and officers considerable protection for a good-faith decision to proceed with a highly leveraged sale that ultimately led to bankruptcy or liquidation. Courts are...more
KEY FACTS OF REAL ESTATE ACQUISITIONS UNDER RUSSIAN LAW - I. Types of real estate - • land plots; • buildings, facilities, and other objects closely connected with land (i.e. objects that cannot be removed without...more
France’s highest Court (Cour de Cassation) recently ruled that an acquiring entity, in this case Iron Mountain, could be found liable for violations committed by the target, here Recall France, before the transaction. ...more
Market Trends: What You Need to Know - As reflected in the American Bar Association's Private Target Mergers and Acquisitions Deal Point Studies... Originally Published in Bloomberg Law - February 2021....more