January 16, 2021

Beware the Danger of Mingling (Proceeds)

Proceed with caution, especially when securing and perfecting proceeds. Commingling of proceeds from different assets could undermine the overall security interests of your collateral package. Learn about the challenges in perfecting these assets and help ensure they don’t get lost in the pool. READ NOW » Related Content Commercial Tort Claims and Healthcare Insurance Receivables Security Interests...

January 16, 2021

Hot Topic for 2021: Commercial Loan Forbearance

Depending on the circumstances, it may or may not strike you as divine, but forbearance remains an important option for distressed borrowers as we head into 2021. Learn the ins and outs of drafting and negotiating commercial real estate loan forbearance agreements. READ NOW » Related Content Mortgage Loan Forbearance Agreement Drafting Checklist (Commercial) (Pro-Lender) Make sure your forbearance agreement...

January 16, 2021

Track Federal Antitrust Merger Enforcement

Use our Federal Merger Enforcement Tracker to track all merger cases brought by the FTC or DOJ since 2015. It contains information about the merging parties, a timeline from signing to complaint, the relevant markets, the theory of harm, the outcome, and any remedy imposed, such as divestitures or behavioral restrictions. READ NOW: Federal Merger Enforcement Tracker » Related Content Merger Review Antitrust...

January 16, 2021

The Consumer Protection Police

Refresh your knowledge of key federal consumer protection laws and the FTC’s efforts to investigate violations and enforce compliance with such statutes. READ NOW » Related Content Consumer Protection Laws Fundamentals Gain a broad overview of the federal consumer protection statutes and regulations. Federal Regulation of Advertising Review major areas of federal regulation governing advertising...

January 15, 2021

Employees Must Face It: Employers May Require Masks in the Workplace

Federal, state, and local jurisdictions have recommended, and in many cases required, workers to help slow the spread of the coronavirus (COVID-19) by wearing face masks. Are you ready to advise employers on their face mask and protective equipment obligations? READ NOW: Coronavirus (COVID-19) Face Masks State and Local Law Survey Related Content Face Mask and Personal Protective Equipment (PPE) Policy Implement...

January 15, 2021

Trademark Infringement Profit and Damage Awards Standards Chart (2d Cir)

Use these standards charts when drafting memoranda or briefs in trademark litigation that require citation to Second Circuit law. Topics discussed include the standards for awarding defendant’s profits and plaintiff’s actual damages pursuant to 15 U.S.C. § 1117(a). READ NOW » Related Content Disgorgement of Profits in Trademark Cases After Supreme Court’s Willfulness Ruling Navigate...

January 15, 2021

New Year’s Resolution: Handle Compliance Matters Proactively

The Investment Advisers Act of 1940 makes it unlawful for an investment adviser that is registered, or required to be registered, with the U.S. Securities and Exchange Commission to provide investment advice without a comprehensive compliance program in place. The Advisers Act requires SEC-registered advisers to: (1) adopt and implement written policies and procedures reasonably designed to prevent violations of the...

January 15, 2021

New Year, New Fees

It's a new year. Did you know that just before the 2021 Times Square ball dropped, certain bankruptcy filing fees increased? Be sure to stay up to date on these new filing fees, fees in Chapter 11, Chapter 7 and Chapter 13. READ NOW Related Content Voluntary Petition (Official Form 201) Review the official non-individual debtor filing form, with guidance on how to fill out the official form. Individual Chapter...

January 15, 2021

Just Published: HIPAA Enforcement Decision Tracker

Review the new Health Insurance Portability and Accountability Act of 1996 (HIPAA) regulatory enforcement tracker for prominent recent guidance and enforcement actions undertaken by the Office of Civil Rights (OCR) at the U.S. Department of Health and Human Services (HHS) regarding compliance with HIPAA. READ NOW » Related Content HIPAA Resource Kit Access this resource kit for detailed practice notes, checklists...

January 15, 2021

Save The Date: 2021 SEC Filing Deadlines (Non-Accelerated Filers)

It’s a great time to plan out your year and your clients’ year of public company reporting obligations. This checklist contains common SEC filing deadlines, plus a PDF calendar, for a domestic issuer that is a Non-Accelerated Filer with a fiscal year ending December 31, 2021. More checklists for other types of filers below. READ NOW » Related Content 2021 SEC Filing Deadlines (Accelerated Filers...

January 15, 2021

One, Two, Three, Four ... You’ll Have to Pay a Little More

In acquisitions of companies that deal in physical goods, inventory may be a significant portion of the target’s assets. As a result, the parties may include a purchase price adjustment based on actual inventory at closing. This Inventory Purchase Price Adjustment Clause includes guidance for dealing with coronavirus (COVID-19) restrictions on access to properties. READ NOW » Related Content Life Sciences...

January 13, 2021

Closing the Door on Bankruptcy With Bankruptcy Remote Entities

Your bank client is ready and willing to lend funds as part of a commercial real estate transaction. However, the lender wants to protect against the risk that the borrower subsequently files for bankruptcy and is substantively consolidated with the borrower’s affiliates. You suggest using a bankruptcy remote entity. READ NOW » Related Content Bankruptcy Remoteness in Securitization Read this practice...

January 11, 2021

Let’s Call the Whole Thing off! COVID-19 Event Cancellation Insurance Considerations

The COVID-19 pandemic is relatively recent, but is similar to past public health and safety emergencies that have caused canceling or rescheduling of events. Cancellation or rescheduling may either be voluntary or mandated by a civil authority. Get up to speed on how event cancellation insurance works, why it is purchased, typical coverage and language in a policy, the scope and conditions of event cancellation coverage...

January 11, 2021

New Telemarketing Privacy State Law Q&As

This month, Practical Guidance is publishing new telemarketing privacy state law Q&As for all 51 jurisdictions. These Q&As provide an overview of how states regulate unsolicited commercial telephonic solicitation of traditional and wireless subscribers, including autodialers and do-not-call registries. Click below to access our new telemarketing privacy Q&A for New York. READ NOW » Related Content...

January 11, 2021

Expect the Unexpected: Anticipate and Deal With Change in Your Construction Contract

Force majeure clauses were a hot topic in construction in 2020, and this won’t change anytime soon. Rethink your force majeure clause now to protect your clients later. READ NOW Related Content Changes in Work and Claims Provisions in Construction Contracts Learn to draft change in work provisions that address unforeseen circumstances fairly and efficiently. Cost Escalation Following Force Majeure Event...

January 11, 2021

Understand MFN Risks

Antitrust attorneys need to understand how to differentiate between potentially problematic MFNs and less risky MFNs. While MFNs may help to minimize transaction costs and encourage long-term contracts, they may also tend to exclude competitors or facilitated price coordination. READ FULL ARTICLE » Related Content Most Favored Nation Clauses Use this form MFN clause in contracts you are drafting. Sherman...

January 10, 2021

Despite It All, There’s No Denying That 2020 Was a SPACtacular Year!

Despite all the uncertainty of the past year, special purpose acquisition companies (SPACs) emerged as a key driver of M&A activity in 2020. SPACs are created as shell entities to raise capital through an initial public offering (IPO), followed by the acquisition of a privately held business, which merges with or acquires the SPAC and becomes publicly traded. According to SPACInsider, the average SPAC IPO size in...

January 10, 2021

2000 Zero Zero Party Over Oops Out of Time; Securing a Default Judgment

Obtaining a default judgment over a non-appearing defendant often requires many procedural steps. Learn about each of them. READ NOW >> Related Content Notice of Motion (Federal) Review this form notice of motion that can be used to make a motion in a federal district court case. Default Judgments: Obtaining a Default Judgment Videos (Federal) Watch these videos highlighting key issues and strategic points...

January 10, 2021

Transitioning to 2021: Impact of Biden-Harris Administration on Financial Regulation

How will the new administration’s regulatory appointments, priorities, and outlook impact the financial world? This article discusses the impact on financial regulation generally and the U.S. Securities and Exchange Commission (SEC) specifically. READ NOW » Related Content Coronavirus (COVID-19) Resource Kit: Data Privacy and Cybersecurity Access this guide to Practical Guidance privacy and cybersecurity...

January 10, 2021

Going, Going, Gone! How to Expedite Patent Prosecution

Need to get a patent fast? You might be able to skip the line with one of the four procedures available at the U.S. Patent and Trademark Office (USPTO) for expediting prosecution—the Patent Prosecution Highway, petitions to make special, Accelerated Examination, and Track One prioritized examination. READ NOW » Related Content The Patent Prosecution Highway Checklist Get up to speed on the Patent Prosecution...

January 10, 2021

Nothing Succeeds Like Excess Availability

Maximize your flexibility under an asset-based credit facility. Discover how the level of excess availability may affect certain provisions in a credit agreement and current market trends in publicly filed transactions from 2020. READ NOW » Related Content Asset-Based Lending Resource Kit Master every aspect of an ABL financing with this resource kit on its core components, including detailed practice notes...

January 10, 2021

Know Your Source: Critical Considerations and Planning When Outsourcing

CLearn about important issues that should be addressed to effectively and efficiently outsource a client’s non-core activities and functions. READ NOW » Related Content Outsourcing Negotiation Plan Preparation Review this practice note when negotiating an outsourcing deal to ensure organization and discipline in these often complex agreements. Outsourcing Procurement Solicitation Process Consider...

January 10, 2021

Auld Lang Syne: 2020 in Review

Happy 2021! Looking back, we see that tax controversies continued in 2020 despite the pandemic. Plus, there were important tax developments in case law, through passage of the CARES Act and issuance of an abundance of regulations. The year 2020 also marked Congress’ passing of a late-year fiscal stimulus bill, which included tax provisions such as allowing companies to deduct expenses associated with forgiven PPP...

January 10, 2021

Custody Rules! Get in the Know and Add Value for Your Clients

In the wake of numerous high-profile scandals involving the misappropriation of client assets, the U.S. Securities and Exchange Commission (the SEC) has taken significant steps to enhance the safekeeping of client funds and securities by investment advisers, including adopting Rule 206(4)-2 under the Investment Advisers Act of 1940 (the “Advisers Act”), otherwise known as the Custody Rule. Among other things...

January 10, 2021

COVID-19 Vaccinations: A Sticking Point for Some Employees

Despite a significant number of employees expressing concern with taking the coronavirus (COVID-19) vaccine, employers have the right to require that they be vaccinated—subject to limited exceptions. Are you ready to advise employers on their COVID-19 vaccine obligations? READ NOW: Americans’ Views on COVID-19 Vaccine Raise Concern for Employers Related Content Coronavirus (COVID-19) Vaccine Policy...