November 05, 2019

Solar Electricity Sales Regulation

ADAPTED FROM ENERGY LAW AND TRANSACTIONS , David J. Muchow and William A. Mogel , General Editors, 3 Energy Law and Transactions 71.01-71.04 This article explains the regulatory framework under the Public Utility Regulatory Policies Act of 1978 (PURPA) 1 surrounding the sale of electricity by solar utility providers. THERE IS TWOFOLD REGULATION OF SOLAR ELECTRICITY sales in the United States. At the wholesale level...

November 05, 2019

Clean and Renewable Energy Industry Guide for Capital Markets

By: Scott Anthony, Eric Blanchard, Matthew Gehl and Sarah Griffiths , Covington & Burling LLP This guide covers all related information that a securities practitioner needs when working with a clean and renewable energy company. It provides an overview of the industry and covers applicable securities laws and regulations, securities offering process, disclosure and corporate governance obligations, stock exchange...

November 05, 2019

Will More States Follow California on Deal with Automakers?

BYPASSING THE TRUMP ADMINISTRATION, CALIFORNIA has reached agreement with four of the world’s largest automakers to improve fuel efficiency and reduce automobile emissions that contribute to global warming. And more are likely to follow. “This is about leadership, California asserting itself once again, and about automobile manufacturers, to their credit, doing the right thing,” California Gov. Gavin...

August 27, 2019

Minimizing Your Company’s Exposure to a Ransomware Attack

By: Sunil Shenoi , Erica Williams , Brian Kavanaugh , Gianni Cutri , and Lauren Casazza , Kirkland & Ellis LLP This article provides companies with key issues to consider before, during, and after a ransomware attack. Recently, there have been a number of ransomware attacks against our clients. Ransomware typically encrypts one or more IT systems, causing them to become inoperable unless a company pays a ransom...

August 26, 2019

Drafting Enforceable Arbitration Agreements: Hottest Issue in Contract Law

By: Timothy Murray , Murray, Hogue and Lannis Arbitration agreements are supposed to ensure that disputes are resolved outside of court, and that’s why it’s an irony of almost cosmic proportions that “the enforceability of arbitration agreements is likely ‘the single most litigated contractual issue’ today . . . .” 1 WHAT EXACTLY ARE WE DOING WRONG WHEN WE DRAFT clauses that are...

August 26, 2019

Representing Foreign Buyers and Sellers in United States Real Estate Transactions

By: S.H. Spencer Compton , First American Title Insurance Company and Diane Schottenstein , Schottenstein Law Today, many parts of the world are unsettled due to a variety of economic, political, and/ or environmental issues. Such unrest can lead to rapid inflation, which can devalue local currencies. Some nations restrict the amount of local currency a citizen may take out of their country. Where does international...

August 26, 2019

Proving Fame for Trademark Dilution Claims

By: Roberta Jacobs-Meadway This article addresses how to prove a trademark is famous when asserting a dilution claim in federal court or in a Trademark Trial and Appeal Board (TTAB) proceeding pursuant to the Trademark Dilution Revision Act of 2006 (TDRA). 1 Topics discussed include the legal standard for fame, the statutory fame factors, and the types of evidence that may be submitted. Legal Standard for Fame To...

August 24, 2019

Discovery in Employment Discrimination Litigation: What Defendants Can Request and Obtain from Plaintiffs

By: Jamala S. McFadden , Chandra C. Davis , and Raquel H. Crump , The Employment Law Solution: McFadden Davis, LLC This article provides guidance on the scope of permissible discovery employers may obtain from plaintiffs in employment discrimination lawsuits under statutes including Title VII of the Civil Rights Act of 1964 (Title VII), the Americans with Disabilities Act (ADA), and the Age Discrimination in Employment...

August 24, 2019

Discovery in Employment Discrimination Litigation: What Plaintiffs Can Request and Obtain from Defendants

By: William C. Jhaveri-Weeks , Jhaveri-Weeks Law This article discusses the scope of discovery that plaintiffs can obtain from defendants in employment discrimination cases, including limitations on discovery that defendants often attempt to assert, such as privilege, lack of relevance, lack of proportionality, and privacy interests. The article addresses how to use the different mechanisms for obtaining discovery effectively...

August 24, 2019

Representing Parties in Interest in a Chapter 11 Bankruptcy

By: Mark Haut , Lexis Practice Advisor This article provides general guidance for counsel retained to represent a party in interest in a bankruptcy proceeding. Bankruptcy cases involve myriad issues so coverage in this article is limited to certain general actions that should usually be taken when representing a party in interest. Counsel should refer to the specific topics in Lexis Practice Advisor to find practical...

August 24, 2019

Healthcare Financing Anti-assignment Limitations

By: Leslie J. Levinson , Robinson & Cole LLP This article describes how to structure financing transactions for healthcare providers to overcome anti-assignment and collection limitations on Medicare and Medicaid receivables. THE UNIFORM COMMERCIAL CODE (U.C.C.) GENERALLY prohibits restrictions on assignment, making it possible for secured lenders to obtain a perfected security interest in these assets. However...

August 13, 2019

State Legislatures Moving to Expand Consumers’ Controlover Personal Information

FOLLOWING THE EXAMPLE SET BY THE CALIFORNIA legislature,which enacted a sweeping data privacy statute in June 2018, state legislatures have begun to enact, or at least propose, similar laws to give consumers greater control over their personal information. As states continue to put privacy statutes on the books, the result is likely to be a patchwork of standards for businesses and other entities to follow. Background...

August 13, 2019

Current News and Legal Updates Fall 2019

NINTH CIRCUIT REINSTATES EMPLOYEES’ SUITS OVER PAYMENT FOR POST-SHIFT INSPECTION PERIODS EMPLOYEES OF NIKE AND CONVERSE MAY PROCEED with class action suits alleging that the athletic wear companies violated California law by refusing to pay them for time spent during mandatory post-shift security checks, the U.S. Court of Appeals for the Ninth Circuit has ruled. Rodriguez v. Nike Retail Services, 2019 U.S. App...

August 13, 2019

Reverse Mergers

By: Paul M. Rodel , Nicholas P. Pellicani , and Joel D. Salomon, Debevoise & Plimpton LLP This article examines market trends in reverse mergers by addressing recent notable transactions, deal structure and process, deal terms, disclosure trends, and legal and regulatory trends, and provides a market outlook for 2019. OVER THE LAST DECADE, A SIGNIFICANT NUMBER OF PRIVATELY held companies have transitioned to public...

June 20, 2019

Updates and Legal Developments Summer 2019

SAN FRANCISCO ADOPTS ORDINANCE BANNING CITY’S USE OF FACIAL RECOGNITION TECHNOLOGY SAN FRANCISCO HAS BECOME THE FIRST CITY IN THE United States to ban the use of facial recognition technology to identify individuals. As a result, city agencies, including the police department, will be prohibited from using the technology in the course of their governmental activities. The ordinance does not apply to individuals...

June 19, 2019

Mediating Employment Disputes

By: Patrick J. Lamparello and Noa M. Baddish Proskauer Rose LLP This article explains the process of mediating employment disputes, describes the contexts in which it may arise, and articulates the advantages and disadvantages of this process. Mediation is a non-binding, informal, and confidential negotiation in which a neutral third party actively promotes a mutually acceptable settlement. PARTIES OFTEN ATTEMPT TO...

June 19, 2019

Mediating Employment Disputes Checklist (Including Sexual Harassment Claims)

By: Laurie E. Leader , Chicago-Kent College of Law and Effective Employment Mediation, LLC This checklist highlights the main points for attorneys to consider when pursuing the mediation of employment disputes, including sexual harassment claims. Parties may wish to pursue mediation to resolve conflicts rather than engage in costly litigation. Mediation—a non-binding, informal, and confidential negotiation—facilitates...

June 19, 2019

Emerging Biometric Laws: Considerations for Employers and Companies Collecting Data

By: Aravind Swaminathan , David T. Cohen , Rochelle Swartz , and Nicholas Farnsworth Orrick Herrington & Sutcliffe LLP A recent decision from the Supreme Court of Illinois heightens the risks faced by companies collecting biometric information by... A recent decision from the Supreme Court of Illinois heightens the risks faced by companies collecting biometric information by holding 1 that an individual who is...

June 19, 2019

Drafting Landmines: Warranties for the Sale of Goods

By: Timothy Murray , Murray Hogue and Lannis The word warranty isn’t just mired in confusion; it leaps, dives, and wallows in it. It means so many different things that the great Karl Llewellyn, the chief architect of the Uniform Commercial Code (U.C.C.), said that “the sane course is to discard the word from one’s thinking.” 1 LLEWELLYN AND COMPANY BOWED TO TRADITION AND included the word...

June 18, 2019

Business Development Companies

By: Nicole M. Runyan and William J. Tuttle, Proskauer Rose LLP Increasing numbers of asset managers are evaluating the potential benefits of including a business development company (BDC) within their suite of managed funds and accounts. A BDC is a hybrid of an investment company and a traditional operating company and, as a result, their operations are subject to a unique and complex adaption of various federal securities...

June 18, 2019

Hatch-Waxman Pre-suit Considerations from the Generic Perspective

By: Janet B. Linn , Tarter Krinsky & Drogin LLP This article addresses how counsel for a generic drug company should prepare for patent litigation under the Drug Price Competition and Patent Term Restoration Act of 1984, better known as the Hatch-Waxman Act. 1 It examines strategies that you should review with your client and actions that you should take in advance of Hatch-Waxman litigation. Careful pre-suit preparation...

June 18, 2019

Corporate Debt Securities in U.S. Capital Markets

By: Ari B. Blaut and Daniel R. Loeser , Sullivan & Cromwell LLP The U.S. debt capital markets are an important source of capital for companies that borrow money to finance their businesses. Companies borrow money for a variety of reasons, from financing day-to-day operations and managing seasonal fluctuations in working capital, to funding acquisitions or paying dividends. Most companies obtain debt through loans...

June 18, 2019

Economic Advantages for Existing Property Owners in Opportunity Zones

By: Jessica Millett , Duval & Stachenfeld, LLP AS KNOWLEDGE OF THE OPPORTUNITY ZONE PROGRAM (the OZ Program), which was tucked away inside the 2017 Tax Reform package, 1 trickled out to the real estate community, ears began to perk up all over the country. As tax professionals parsed through the new provisions in the Internal Revenue Code (the Code) and explained the suite of tax benefits, investors and developers...

June 15, 2019

Surplus Lines Placement Compliance Flowcart

By: Cynthia Borrelli and Michael J. Morris , Bressler Amery & Ross, P.C. To find this article in Lexis Practice Advisor, follow this research path: RESEARCH PATH: Insurance > Managing Insurance Representatives > Checklists

June 14, 2019

Secured Overnight Financing Rate in Loan Transactions

By: Jason Amster , Lexis Practice Advisor This article describes the Secured Overnight Financing Rate (SOFR), a broad credit-risk measure that is a frontrunner to replace the London Interbank Offered Rate (LIBOR). The article addresses how SOFR is calculated, how it compares with LIBOR, and its advantages and disadvantages in loan transactions. These are important considerations in legacy deals and in new financings...