March 02, 2021

What’s the Remedy?

Has your client sustained damages due to defective goods or services? Learn about the potential remedies that may be available to consumers when they receive faulty products or services. READ NOW » Related Content Commercial Torts Fundamentals Get an overview of common commercial tort claims and potential remedies. UCC Damages and Remedies Read about damages and remedies available under the Uniform Commercial...

March 02, 2021

So Do We Have a Deal or What? Getting to the LOI.

Before engaging a significant number of hours or attorneys’ fees, whether on a confidentiality agreement or a lengthy purchase agreement, the parties to a transaction should ensure that the most crucial terms of a deal are mutually agreed upon. While many clients may be eager to skip the letter of intent (LOI), best practice dictates that mergers and acquisitions attorneys should minimize the risk of future confusion...

March 02, 2021

The Corporate Transparency Act: When Honesty Is the Only Policy

The recently enacted Corporate Transparency Act requires entities engaging in private transactions, including real estate development and investment, to provide details about their beneficial ownership to the Financial Crimes Enforcement Network, a bureau of the U.S. Treasury Department. Get up to speed on this important new legislation. READ NOW Related Content Real Estate Joint Ventures Learn about key considerations...

March 02, 2021

Use It or Lose It!: Maintenance and Renewal Requirements for Trademark Registrations

Learn about the key requirements for maintaining and renewing U.S. trademark registrations, including Section 8 declarations of use or excusable nonuse, Section 15 declarations of incontestability, and Section 9 applications for renewal. The requirements for Madrid Protocol-based registrations are also discussed. READ NOW » Related Content Trademark Maintenance Reminder Client Letter (Section 8 & 15...

March 02, 2021

We Present … LIBOR Transition!

Prepare a presentation explaining the pending cessation of LIBOR, its likely replacement in Secured Overnight Financing Rate (SOFR), and how to document these changes. This form presentation sets forth slides you can use internally and with others with applicable notes that are adaptable for PowerPoint presentations. READ NOW » Related Content The Client Asks: What Happens When LIBOR Ends? Get guidance on...

March 02, 2021

Focus on Compliance

In-house counsel know that focusing on antitrust compliance can help prevent or mitigate costly investigations and, down the road, potential litigation and fines. Our Antitrust Compliance Resource Kit provides the resources that in-house and external counsel need to identify and manage antitrust to develop, draft, implement, and monitor antitrust compliance policies. READ Antitrust Compliance Resource Kit >> ...

March 02, 2021

How New York is Trying to “Times-Squarify” its Supreme Court

Practice in New York’s Supreme Court has often felt like the old Times Square, with its loose general civil procedure rules that allowed, for example, a party to serve an unlimited number of interrogatories and depose a party well into the night. In a sign of the times, New York is now bringing its refined Commercial Division rules to the Supreme Court. READ NOW » Related Content Recent Changes to...

March 02, 2021

Cybersecurity: An Attorney’s Ethical Duty (Free CLE Webinar)

Join us on March 3, 2021 for a free online CLE program that will review attorneys’ ethical duties with respect to cybersecurity, recent guidelines, and practical guidance for meeting these responsibilities and resources for researching further. REGISTER NOW » Related Content Cybersecurity Insurance Initial Considerations Check out this practice note for an overview of key issues to consider before...

March 02, 2021

Save with SUB Plans: Supplemental Unemployment Benefit Plans Can Save Employer Severance Dollars

The economic and financial consequences of the ongoing COVID-19 crisis have forced some employers to furlough and lay off workers, resulting in record numbers of individuals claiming state unemployment benefits. As a result, an increasing number of employers are considering implementing supplemental unemployment benefit plans (SUB-Pay Plans) to provide additional benefits to discharged employees through a mechanism that...

March 02, 2021

I Can’t Live … With or Without You; Retaining Property and the Automatic Stay

Your client repossessed an individual’s vehicle and that individual has filed a petition for relief under the Bankruptcy Code. Is your client violating the automatic stay by waiting to return the vehicle? READ NOW » Related Content Turnover under Section 542 of the Bankruptcy Code See this practice note for a discussion of turnover under Section 542 of the Bankruptcy Code. Automatic Stay Review this...

March 02, 2021

License to IL(PA): How to Review Private Equity Fund Terms

A wide variety of institutions, foundations, and high-net-worth individuals invest in private equity funds. Fund reviews (the thorough review and analysis of fund documentation by outside legal counsel with an eye toward effectuating changes in or negotiating applicable fund terms) are generally conducted only on behalf of large institutional investors. These investors have both the resources to engage attorneys and consultants...

March 02, 2021

Restricted Area: Rule 144—SEC’s Proposed Amendments

Transactions in restricted or control securities are subject to Rule 144. Review this article to get up to speed on the SEC’s proposed amendments to the scope of, filing process for, and other amendments relating to, Form 144. READ NOW » Related Content Rule 144 Resales Guidelines Checklist Go through the steps for applying Rule 144 to a securities offering. Rule 144 Resale Opinion Letter Use this...

February 25, 2021

The Cost of Sin: States May Impose So-Called Sin Taxes to Raise Revenue

Many states join in a slow and steady trend of adopting sin taxes to raise revenue. To start, a number of states have legalized the use of recreational marijuana and tax sales of the product as a means to generate substantial amounts of revenue. Cities like Philadelphia and Seattle turn to soda tax for its ability to generate revenue, while at the same time promoting a societal good. Those darn calories! Further, in response...

February 25, 2021

Survey Says? It’s Time to Read Up on 2021 ALTA Survey Standard Updates

The American Land Title Association (ALTA) and the National Society of Professional Surveyors (NSPS) recently adopted revised standards for ALTA/NSPS Land Title Surveys. The new standards go into effect on February 23, 2021, and supersede the existing standards introduced in 2016. READ NOW » Related Content ALTA Survey Review Learn how to read an ALTA survey. ALTA Survey Review Checklist Use this step...

February 25, 2021

Guidance on Drafting a Copyright Infringement Complaint

Review this checklist for guidance on drafting a complaint for copyright infringement, including Rule 11 and pre-suit considerations, jurisdiction and venue, factual background, pleading requirements, the demand for relief, the demand for a jury trial, exhibits, and additional local rules requirements. READ NOW » Related Content Complaint (Copyright Infringement) Tailor this form to the facts of your case...

February 25, 2021

Mind Your Own Business!

Learn about your clients’ rights against third parties who intentionally interfere with business and contractual relationships. READ NOW » Related Content Commercial Torts Fundamentals Get an overview of common commercial tort claims and potential remedies. Unfair Business Practices Claims Read about various unfair business practices claims. Tortious Interference Warning Letter Use this form letter...

February 25, 2021

Joint Venture Term Sheet

Setting up a joint venture? From governance and dispute resolution to expenses and profit-sharing, this term sheet from Practical Guidance has what you need to help make sure your client gets what they bargained for. READ NOW » Related Content Term Sheets Learn about term sheets for all types of M&A deals in this practice note. Limited Liability Company Agreement (Joint Venture, DE) Use this form to...

February 25, 2021

“I Am Not a Cat”: Avoid Embarrassing Litigation Stumbles During the Pandemic

As a Texas attorney learned when his Zoom filter displayed him as a kitty during a virtual court hearing, litigating during the pandemic has not been easy. Find out what you can do to avoid becoming the next pandemic meme. READ FULL ARTICLE » Related Content Litigating During the Coronavirus; Attorneys Tell How They’re Navigating the Challenges Learn how other attorneys are pushing forward with their...

February 25, 2021

Another Illinois Brick in the Wall

In 1977, the Supreme Court held (in Illinois Brick v. Illinois ) that indirect purchasers had no standing under the federal antitrust laws. However, several states allow for some type of recovery by or on behalf of indirect purchasers under state laws. This chart lists the states that have Illinois Brick repealers, either by statute or case law, and the scope of the repeal. READ NOW: Illinois Brick Repealer State Law...

February 24, 2021

(Buy and) Build Me Up Buttercup: Introducing PE Investment Structures

In a typical private equity (PE) M&A transaction, a PE fund acquires a controlling or significant minority stake in the equity securities of a privately held target company (referred to as a portfolio company once acquired), with the goal of improving the financial condition of the portfolio company and selling it at a premium within a short period of time. This practice note focuses on the issues related to making...

February 24, 2021

Take Your Time and Get Well Soon, You’ve Earned it: California Paid Sick Leave Policy

Under California law, most employees are entitled to earn paid sick leave. Have you advised your clients to update their sick leave policy to comply with this obligation in California? READ NOW: Paid Sick Leave Policy (With Acknowledgment)(CA) » Related Content Sick Leave Management (CA) Learn about various California sick leave requirements and best practices for managing sick leave issues in California...

February 24, 2021

Foreign Correspondence: Form 20-F Annual Report Checklist

Foreign Private Issuers (FPIs) use Form 20-F to make their annual report to shareholders in the United States. Use this checklist as a quick reference to which reporting requirements apply to FPIs and which do not. READ NOW » Related Content Foreign Private Issuers’ Reporting, Disclosure, and Corporate Governance Requirements Presentation Use this template when preparing a presentation to the directors...

February 24, 2021

An Apple a Day Keeps Providers Away: COVID-19 Health Insurance Claims Pre-litigation

Follow preliminary steps and address key considerations that arise during the investigation phase of a health insurance claim with this practice note, which evaluates applications, policy issuance, and the claims process. The overlay of COVID-19—which demands yet another layer of analysis, inquiry, and preparation—is also discussed. Includes potential claims against health insurers and insurance intermediaries...

February 24, 2021

Guaranty Resource Kit

Peruse our guaranty-related content in this resource kit. It provides an overview of guaranties, addressing formation, types, and enforceability issues. READ NOW » Related Content Enforceability and Types of Guaranties Help ensure your guaranty agreements are ironclad. This practice note discusses the elements of an enforceable guaranty, the various types of guaranties that may be employed in a financing...

February 24, 2021

Working From Home Cybersecurity Fundamentals: Business Planning and Preparedness

Review this checklist for guidance on key data security and privacy business planning issues to consider for companies impacted by the COVID-19 pandemic. READ NOW » Related Content Coronavirus (COVID-19) Resource Kit: Data Privacy and Cybersecurity Access this resource kit for an overview of data privacy and cybersecurity issues companies typically address regarding the novel coronavirus (COVID-19). Telecommuting...