March 04, 2025

Essential Tools for Finance Attorneys: Commitment Letters and Term Sheets Explained

Unlock the complexities of commitment letters and term sheets. Discover how these crucial documents shape financing transactions and gain insights that could enhance your practice. This practice note details the main provisions of these documents, including those specific to acquisition financing, and how they are typically negotiated. Read now » Related Content Commitment Papers Resource Kit Review this...

March 04, 2025

If You’re Drowning, our New Official Forms Charts Can Save You

Does your client’s oil and gas exploration and production operation have you swimming in paperwork? Do they have filing obligations in states you are unfamiliar with? If so, check out our newest Practical Guidance content, Upstream Oil and Gas Official Forms Chart (OH), to review official forms and instructions promulgated by state regulators. Read now » Related Content Upstream Oil and Gas Lease Transactions...

March 04, 2025

Don’t Forget! Investment Committee Fiduciary Obligations

Fiduciaries must engage in a process to gather and evaluate the information needed to make pertinent plan decisions. Where fiduciaries lack the expertise to make those decisions, they must engage experts to help them. It is also important to know what decisions must be made. One example is, and where all of the considerations may not be obvious, the selection of share classes of mutual funds to be offered by the plan...

March 04, 2025

Trump Administration Unveils New AI Policy, Reverses Biden's Regulatory Framework

The Trump administration is reversing Biden-era guidance on artificial intelligence (AI) and emphasizing the need for minimal barriers to foster innovation and U.S. leadership in AI. State legislators may step in to fill the regulatory gap. Read now » Related Content Generative Artificial Intelligence (AI) Resource Kit Easily find current Practical Guidance content on generative AI organized by practice...

March 04, 2025

New Videos! Drafting a Website's Terms of Use and Privacy Policy

Gain insight on drafting a website's Terms of Use and Privacy Policy. Topics covered include eligibility requirements to use the website, restrictions on use, and website updates; and data collection, deletion practices, and sample FTC enforcement actions. Watch Terms of Use Video and Privacy Policy Video » Related Content Website Policy and Agreements Learn about drafting policies and agreements that...

March 04, 2025

Proxy Checklist: Key Considerations for the 2025 Proxy Season

As spring approaches, the proxy materials drafting process kicks into high gear. As one of the most critical and investor-facing disclosure documents that public companies are required to file, counsel working on this year’s proxy statement will need to include discussion of important regulatory requirements. Read this checklist for useful information on pay vs. performance, Nasdaq board diversity rules, compensation...

March 04, 2025

Stay Informed: Track Legal Challenges to Trump's 2025 Executive Orders

Stay ahead of the curve with our new tracker, which compiles the legal challenges to executive orders signed by the current administration. Updated at least weekly, this essential tool ensures you have the latest insights and developments at your fingertips, empowering you to make informed decisions and provide unparalleled counsel. Don't miss out on this invaluable resource—stay informed, stay prepared, and...

March 04, 2025

Ninth Circuit's Chapter 15 Ruling: Appeal Can't Turn Back Time

In a Chapter 15 case, the automatic stay generally applies only at such time that the U.S. bankruptcy court later enters an order recognizing the foreign bankruptcy as a main proceeding under Chapter 15 or, in the event of recognition as a foreign nonmain proceeding, the court exercises its discretion to grant equivalent provisional relief. Check out this expertly drafted article discussing a recent Ninth Circuit case...

February 26, 2025

Real Estate Closings – No More Carbon Copies Required

Long gone are the days of tracking and sorting through paper contracts, making tedious edits by pen, and rushing to meet overnight courier deadlines. Today, the due diligence process and closings for real estate transactions are streamlined by cloud-based internet storage and other technology related tools. Read this article on how practicing real estate law has evolved over the years. Read now » Related Content...

February 26, 2025

It’s About Time: New Overtime Variation State Law Survey

Did you know that more than 10 states have overtime rules different than those set forth in the Fair Labor Standards Act (FLSA) to which employers must also adhere? Review and set an alert on our newly published survey, Overtime Variation State Law Survey . Read now » Related Content Wage and Hour State Practice Notes Chart Access links to the topics in each state's Wage and Hour practice note in Practical...

February 25, 2025

Trump's Executive Order on Digital Financial Technology

On January 23, 2025, President Trump released an executive order titled "Strengthening American Leadership in Digital Financial Technology." This executive order set policy directives for cryptocurrency regulators, rescinded Executive Order 14067 (Mar. 9, 2022), and established a new, multi-agency working group, among other things. Read this article to get information on the scope of this executive order and...

February 25, 2025

Branch Profits Tax: Key Considerations for Multinational Corporations

The U.S. branch profits tax (BPT) is a critical component of the federal tax system, ensuring foreign corporations with U.S. branches face a tax burden similar to U.S.-incorporated subsidiaries. Imposed at a 30% rate on the "dividend equivalent amount," the BPT deters profit shifting by taxing profits not reinvested into branch assets. Introduced by the Tax Reform Act of 1986, it aligns the taxation of U.S....

February 25, 2025

RWI Explained: Safeguarding M&A Transactions

Representations and warranties insurance (RWI) is a specialized tool in private acquisition agreements, designed to cover losses from unknown breaches of a seller's representations and warranties. It serves three primary purposes: supplementing a buyer's indemnification limits, providing coverage in place of traditional indemnification, and backstopping a seller's escrow or indemnification obligations. Discover...

February 25, 2025

License Term Sheet for Life Sciences

Understand key provisions of life sciences licensing agreement term sheets, including fields of use, retained rights and government rights, diligence milestones, and royalties. This practice note also covers business issues to consider when advising your client. Read now » Related Content Life Sciences Patents and Licensing Resource Kit Identify critical patent protection and product licensing topics for...

February 25, 2025

Strategic Exclusion: Navigating Evidence Challenges in Inter Partes Review

Dive into a comprehensive guide on the legal framework and strategic considerations for filing or opposing motions to exclude evidence, emphasizing the importance of understanding the Patent Trial and Appeal Board (PTAB) regulations and relevant case law. This practice note discusses key grounds for exclusion, such as authenticity, hearsay, and relevance, and highlights the procedural steps involved in inter partes review...

February 25, 2025

Games Without Frontiers

Learn about the potential risks and insurance implications of the burgeoning gaming and gambling industry in the United States. The article includes a National Conference of State Legislatures map depicting states’ approaches to iGaming. Read now » Related Content Playing To Win: How Attorneys Can Help Video Game Clients Explore four key issues attorneys must understand to help clients navigate the...

February 25, 2025

AI in Healthcare: Cautions and Considerations of a Healthcare Revolution

Check out this practice note from Practical Guidance – Healthcare to better understand artificial intelligence’s (AI) development in healthcare, and federal and state efforts to regulate its use. You will get an overview of the legal considerations associated with AI's use in healthcare, including data privacy, corporate practice of medicine, provider licensing, reimbursement, intellectual property, and...

February 25, 2025

New State Law Comparison Tool Topic: Mortgage Servicing Fees

Practical Guidance offers the Mortgage Servicing Fees topic in the FSR state law comparison tool. The topic explores the statutory fee requirements in the 50 U.S. states and the District of Columbia​. This question and answer series provides guidance on permissible mortgage servicing fees for institutions. Practitioners can access the tool to gain an understanding of regulatory requirements on disclosures and statutory...

February 25, 2025

Guarding Secrets: The Use of Confidentiality Agreements in Finance

Read this practice note to learn how to use confidentiality agreements in financing transactions. Confidentiality or non-disclosure agreements are used by borrowers and potential lenders contemplating a proposed financing transaction to ensure that information delivered during negotiations is kept confidential and is used by the recipient solely for the purpose of deciding whether to participate in the transaction. ...

February 25, 2025

Just Breathe! DOL Provides VFCP Relief just prior to Regulation Freeze

Sometimes, timing is everything. In a Presidential Memorandum dated January 20, 2025, the Trump Administration froze the issuance of agency regulations pending review. Thankfully, offering a parting gift, the Biden Administration’s Department of Labor (DOL), just five days earlier, had issued final regulations to its Voluntary Fiduciary Correction Program (VFCP) providing welcome relief to plan sponsors who wish...

February 25, 2025

Quick-View Visual Guide to Data Security Incident Response

Every day, numerous organizations experience data security incidents of varying scope and complexity. Sometimes the incident can be as straightforward as inadvertently sending an email to the wrong individual. Other times the incident can be more complicated where workstations are encrypted and business is shutdown. No matter the complexity of the data security incident your organization experiences (or suspects it has...

February 25, 2025

Sale of Goods Agreement Playbook for your Legal Team

Obtain guidance for negotiating a sale of goods agreement between a buyer and seller of goods. This playbook includes key provisions, alternative language, and guidance that favor the buyer. Read now » Related Content Sale of Goods Agreements: Avoiding Common Pitfalls Learn how to avoid common pitfalls when drafting and negotiating a sale of goods agreement. Drafting a Sale of Goods Agreement Checklist...

February 25, 2025

Construction Law Case Tracker (Q1 2025)

This tracker identifies and summarizes recent case law affecting the construction practice area, providing excerpts from the Construction Law Digest , a monthly service that complements Construction Law . Read now » Related Content Executive Orders Impacting Construction Tracker (2025) Refer to this tracker for up-to-date information on key Trump administration executive orders affecting the construction...

February 25, 2025

Mastering TROs: Your Essential Guide to Immediate Legal Action

Unlock essential strategies for securing a temporary restraining order (TRO) in a federal case with our practice note by Jim Wagstaffe. This comprehensive guide delves into the intricacies of TROs, including the various types of injunctions, the potential risks and benefits of injunctive relief, and the critical steps for applying for a TRO and drafting a TRO application. Check it out at the link below! Read now »...

February 25, 2025

Equity's Rollercoaster: Buckle Up for the Chapter 11 Cramdown Ride!

Chapter 11 plans often extinguish existing equity interests when the estate lacks value after paying creditor claims. However, what happens when the plan proponent proposes a Chapter 11 plan that pays all creditors in full while canceling equity interests for no consideration? Check out this expertly drafted article discussing a recent decision on this issue. Read now » Related Content Confirmation Review...