May 13, 2025

Strategic Flexibility in Credit Agreements

Need to stay updated on amend and extend provisions in credit agreements? Check out this Market Trends practice note for insights from publicly filed agreements from the second half of 2024 and the first quarter of 2025. The data analyzed in this practice note was obtained using Market Standards , Practical Guidance’s searchable database of publicly filed credit agreements and commitment letters. Read now »...

May 13, 2025

When Your Corporate Marriage Has a Built-In Expiration Date

Negotiating the term provision for a wind lease is one of the most important functions counsel can accomplish. Too short of a term, and the wind lease development may not be financially viable. Too long of a term, and the landowner’s heirs and assigns will be burdened by terms they never negotiated. Now, in light of government intervention in offshore wind development projects, thought has to go into whether a wind...

May 13, 2025

Stake a Claim: Applying Claims Procedures in ERISA Plans

If an ERISA plan participant has a claim against the plan fiduciaries, the participant first must exhaust the plan’s internal remedies. Once the participant makes their claim, the plan administrator must prepare and deliver a written notice of the benefits denial with specific reasons laid out. The participant may appeal that decision and, if so, must receive "a full and fair review" of that decision....

May 13, 2025

States Teaming Up to Synchronize Data Protection Efforts

In the absence of a federal privacy law, a bipartisan coalition of state regulators has formed the Consortium of Privacy Regulators to coordinate enforcement and ensure consistent application of state data privacy laws. This initiative aims to create a unified privacy framework that addresses the challenges posed by the patchwork of state privacy laws. The consortium, announced by California Attorney General Rob Bonta...

May 13, 2025

Mastering Product Liability: Strategies for Preemption and Risk Mitigation

Explore the complexities of product liability claims with this practice note, which delves into preemption and mitigation strategies. Learn how to navigate the legal landscape, implement risk-reducing measures, and protect your business from potential liabilities through effective contracting, insurance, and due diligence. Read now » Related Content Product Liability Claims, Defenses, and Remedies Unlock...

May 13, 2025

Top 10 Practice Tips: Debt Tender Offers

Debt tender offers are highly regulated and complex. Companies intending to engage in one should identify key considerations and regulatory requirements for issuers undertaking a debt tender offer for cash, including evaluating liquidity, applicability of SEC tender offer rules, and the classification of debt securities (convertible vs. nonconvertible). They will need to take into account, among other things, timing rules...

May 13, 2025

Under the Gavel: Tracking AI's Transformative Impact

Generative AI is reshaping civil litigation. Stay ahead in the evolving world of courtroom procedures with our comprehensive tracker offering an up-to-date review of new rules, standing orders, and case-specific orders introduced by various federal and state judges, court administrations, and bar associations. With weekly updates ensuring the latest information, this resource is an indispensable tool for anyone committed...

May 13, 2025

Unlock the Secrets of Bankruptcy Sales!

Dive into our comprehensive Bankruptcy Sale Pleadings Chart to streamline your Section 363 sale process. This invaluable resource offers direct links to essential pleadings, Practical Guidance templates, and summaries of key deal points. Whether you're navigating asset purchase agreements, sale motions, or other sale documents, this chart is your go-to tool for efficient and informed decision-making. Read now »...

May 09, 2025

What's New in Practical Guidance - April 2025

The April 2025 update in Practical Guidance has introduced an extensive array of new resources, refined trackers, and innovative templates across multiple legal practice areas. Designed to address contemporary challenges and shifting market trends, this update equips legal professionals with actionable insights and the latest tools necessary to navigate an evolving regulatory landscape. Cross-Practice Area Resources...

May 06, 2025

Global Moves: Tax Planning for Permanent U.S. Expatriation

With multiple European and South American countries promising an affordable retirement, Americans are increasingly renouncing U.S. citizenship and expatriating, some gaining citizenship, outside the United States. Relinquishing U.S. citizenship (or green card status) means not being taxed on worldwide income. IRC Sections 877 and 877A impose an expatriation tax on certain U.S. citizens who relinquish their U.S. citizenship...

May 06, 2025

Disputes Over Lease Security Deposit Deductions

Lease security deposit deductions typically cover repair costs for damages beyond normal wear and tear and cleaning expenses when rentals are returned in substandard condition. However, landlords and tenants often disagree as to when deductions are appropriate. Explore this article regarding a recent U.S. District Court of Massachusetts case discussing the definition of "reasonable" wear and tear and questioning...

May 06, 2025

The Art of Limiting Liability: Key Strategies in M&A Indemnification

Indemnification provisions and representations and warranties are critical components in private target acquisition agreements because they determine the allocation of post-closing transaction risks. Once the deal is finalized, each party assumes its own risks within the negotiated indemnification limits. Sellers can reduce their indemnification obligations by incorporating materiality and knowledge qualifiers, narrowing...

May 06, 2025

Dietary Supplement Health or Structure/Function Claims

This practice note covers dietary supplement structure/function claims and the laws and regulations, administrative guidance, and federal cases that govern them. Read now » Related Content Dietary Supplement Label Checklist Understand general federal labeling requirements for dietary supplements marketed in the United States. FDA Food and Dietary Supplements Regulatory Activity Tracker Follow FDA food...

May 06, 2025

Celebrate Cinco De Mayo With Our New Texas Day of Rest Policy for Retail Employees!

Do you need a day of rest policy for retail employees based in Texas? Read our newly published template, Day of Rest Policy (with Acknowledgment) (Retail Employees) (TX) . Read now » Related Content ​ Day of Rest and Holiday Pay State Law Survey Browse state laws that require employers to provide a day of rest and/or premium holiday pay. Attendance, Time-Off, and Leave of Absence Policies: Best Drafting...

May 06, 2025

Optimizing PCT Based Filings for U.S. Protection: National Stage Entry vs. Bypass Applications

Deciding between nationalizing a Patent Cooperation Treaty (PCT) application into the United States or filing a bypass application to obtain U.S. patent protection based on a PCT application is an important strategic choice. Review the differences between the traditional 35 U.S.C. Section 371 route and the alternative 35 U.S.C. Section 111 filing, and the key considerations such as deadlines, required documentation, fees...

May 06, 2025

It Smells Like Legal Spirit: Attorney Advertising From Billboards to Blogs

Do a deep dive into laws across the 50 U.S. states, the District of Columbia, Puerto Rico, and the U.S. Virgin Islands regarding attorney engagement solicitations, including solicitation of direct prospective clients, public advertisements, and advertisement of certifications. Read now » Related Content Insurance Advertising Compliance Developments Examine advertising compliance requirements for the life...

May 06, 2025

HIPAA Hints: Navigating PHI Breach Notifications

Check out this visual checklist from Practical Guidance – Healthcare to guide you through the required types of notice that must be given regarding a data breach that constitutes a reportable breach of protected health information (PHI) under the Health Insurance Portability and Accountability Act (HIPAA) Breach Notification Rule. Read now » Related Content Determining HIPAA-Reportable PHI Breaches...

May 06, 2025

Liquidation & Dissolution of Financial Institutions

Bank failures remain a concern for federal agencies due in part to market volatility, evolving capital adequacy regulations, and economic downturns in the U.S. financial system. Banking agencies play a critical role by monitoring institutions and imposing stress tests to prevent insolvency. As risks escalate, agencies may intervene through dissolution or liquidation to protect depositors and safeguard financial stability...

May 06, 2025

Closing the Deal

Preparing to close a deal? Ensure all deliverables are ready, including ancillary documents like the perfection certificate, closing checklist, closing certificates, resolutions, schedules, legal opinions, and closing memorandum. Read this practice note discussing the ancillary documents that are prepared and delivered in connection with a loan financing closing to learn more. Read now » Related Content ...

May 06, 2025

When You Decide to Level Up Your Solar Energy Project With Battery Backup

The truth is that the sun isn’t always shining. Help your clients enhance their new solar energy projects by understanding the complexities and local laws related to the addition of battery storage. By helping your clients add industrial-scale storage capacity to their projects, or micro-storage capacity to local or residential projects, you can help them qualify for government funding and breeze through the interconnect...

May 06, 2025

Is Your Rx Program ERISA-Compliant? Review of Excessive Fee Cases in Health Plans

A recent wave of cases attempts to apply the same theory of liability for retirement plan excessive fee cases to health plans—specifically to arrangements with pharmacy benefit managers. While the cases thus far have been dismissed for lack of standing, health plan sponsors should consider reviewing their prescription drug arrangements (particularly the associated costs) and document a prudent fiduciary process...

May 06, 2025

FTC's New Privacy Vision: Balancing Innovation and Protection in the Digital Age

In last week’s policy speech to the International Association of Privacy Professionals, FTC Commissioner Melissa Holyoak outlined the Republican majority's vision for data privacy, emphasizing the need to balance privacy harms with the benefits of innovation in AI and digital technologies. She stressed the importance of enforcing existing laws without overextending legal authorities, aiming for a predictable...

May 06, 2025

Navigating the Maze: Key Rules and Limits in Advertising Franchises for Sale

Discover the essential guide to franchise sales advertising compliance! Ensure your promotional materials meet legal requirements by filing with state authorities in six franchise registration states before use. In non-registration states, adhere to the Federal Trade Commission Franchise Rule and state consumer protection laws to regulate your advertising content. Read now » Related Content Franchising:...

May 06, 2025

Mastering AIA Construction Forms: Your Essential Guide

The AIA Resource Kit provides a comprehensive listing of Practical Guidance resources related to the American Institute of Architects (AIA) construction forms, including guidance for selecting and completing the appropriate AIA agreements for any construction transaction and state law adaptations of the AIA forms. Read now » Related Content Owner and Contractor Agreement Resource Kit Discover our collection...

May 06, 2025

Nasdaq's Tighter IPO Rules Raise Bar For Small Companies

The Nasdaq stock market is attempting to tame volatility by making changes to their initial listing rules. The changes affect how public float is calculated and raise the minimum amount of public float to $15 million, except for companies that report above a minimum level of net income. Read this article for further details about Nasdaq’s changes to its IPO rules. Read now » Related Content Nasdaq...