February 24, 2021

The Consolidated Appropriations Act, 2020 H.R. 133: An Analysis

By: The Practical Guidance Tax Team This article discusses the Consolidated Appropriations Act (the Act), passed by the House and Senate on December 21, 2020, and signed by President Trump on December 27, 2020. The Act pairs a roughly $900 billion novel coronavirus relief bill with a $1.4 trillion omnibus appropriations package to fund the government through September 30, 2021, the end of the fiscal year. The Act provides...

February 24, 2021

Impact of Biden-Harris Administration on Financial Regulation

By: Amy J. Greer and A. Valerie Mirko , Baker & Mckenzie LLP This article discusses the change in the U.S. presidential administration, including its impact on financial regulation generally and the U.S. Securities and Exchange Commission (SEC) specifically. This article addresses transition matters and timelines for new leadership as well as the potential impact of the Biden-Harris Administration's priorities...

February 24, 2021

Survey of Commercial Lease Terms Reveals Ongoing COVID-19 Implications

By: Kim Seib , Sara Kolb , and Rebecca Calzontzi , Practical Guidance Real Estate Team This article uses survey results and graphics collected from the Practical Guidance Survey of Commercial Lease Terms to explore commercial leasing trends and the impact of COVID-19 on the commercial leasing market. Click here to take the survey and gain access to the latest market standards for more than 40 leasing deal points. ...

February 23, 2021

COVID-19 Vaccination: Key Employment Law Issues

By: Colin Barnacle , Nelson Mullins This article provides practical guidance to employers in connection with the coronavirus (COVID-19) vaccine, including whether an employer may require its workforce to be vaccinated for COVID-19 and whether employees can properly avoid being vaccinated. In August 2020, Gallup Inc. released a survey 1 reporting that 35% of Americans intended to refuse any COVID-19 vaccine approved...

February 23, 2021

Coronavirus (COVID-19) Vaccine Policy

By: Lexis Practice Advisor Labor & Employment Team Introduction The purpose of this policy is to minimize transmission of the coronavirus (COVID-19) virus in the workplace by providing protection to employees and thus preventing transmission to members of the community. Drafting Note to Introduction Coronavirus (COVID-19) vaccination has been found to be both safe and effective in reducing the risk of transmission...

February 23, 2021

Declination of Coronavirus (COVID-19) Vaccination for Medical Contraindication

Introduction Coronavirus (COVID-19) vaccination is a condition of employment for all workers. Depending on the type of vaccination offered, specific medical contraindications may exist for certain individuals. The Company will only accept evidence-based medical contraindication against coronavirus (COVID-19) vaccination confirmed by a licensed healthcare provider as a medical exception to the mandatory coronavirus ...

February 23, 2021

LexisNexis Joins in Efforts to Support Rule of Law During Pandemic, Racial Activism

The COVID-19 pandemic and allegations of systemic racism have enhanced the need for efforts to uphold the rule of law, both in the United States and abroad. LexisNexis has paired with several organizations to address emerging issues related to the pandemic and calls for racial equality. A nationwide lockdown imposed in response to the COVID-19 crisis in Malaysia created difficulty for members of the legal community...

February 23, 2021

Case Alert: Chapter 11 Exit Financing Ruling—Section 364 Does Not Apply

By: Daniel J. Merrett and Mark G. Douglas , Jones Day This article discusses a recent U.S. Court of Appeals for the Tenth Circuit bankruptcy appellate panel (BAP) decision on whether Section 364(d)(1) of the Bankruptcy Code 1 could be used to approve Chapter 11 plan exit financing that primed the liens of an existing secured lender. The ability of a bankruptcy trustee or Chapter 11 debtor in possession (DIP) to obtain...

February 23, 2021

Avoiding False Claims Act Risks Relating to Federal Funding for Coronavirus (COVID-19) Relief

By: Matthew D. Jenkins , Hunton Andrews Kurth LLP This article provides an overview of compliance obligations and federal False Claims Act (FCA) risks to healthcare and life sciences companies arising out of three funding streams made available in response to the COVID-19 pandemic: (1) Medicare’s Advance Payment Program, (2) the Provider Relief Fund, and (3) the Paycheck Protection Program. False Claims Act...

February 22, 2021

DOL’S Final ERISA Proxy Voting Rule Largely Changed to Principles-Based Approach

By: Michael B. Richman , Julie K. Stapel , Craig A. Bitman , Lindsay B. Jackson , Daniel R. Kleinman , and Natalie R. Wengroff , Morgan, Lewis & Bockius LLP The U.S. Department of Labor (DOL) has released its final rule on the application of the Employee Retirement Income Security Act (ERISA) fiduciary duties—specifically the duties of prudence and loyalty—to proxy voting and the exercise of shareholder...

October 22, 2020

Data Visualization and Integration Accelerate Attorney Efficiency

Q&A with Daniel Lewis, V.P. Practical Guidance & Analytical Content, LexisNexis Q&A with Daniel Lewis Interview with Daniel Lewis , V.P. Practical Guidance & Analytical Content, LexisNexis It’s Friday afternoon and a client calls about a potential merger, or a partner asks for extensive due diligence research. Kiss your weekend goodbye and settle in for endless hours of research. On top of...

October 21, 2020

A Surge of SPACs in a Turbulent Economic Climate

By: Mollie Duckworth , Jonathan Gordon , John Kaercher , Carina Antweil , and Michael Portillo , Baker Botts LLP Special purpose acquisition companies (SPACs), so called blank-check companies, are experiencing a resurgence in the current turbulent economic climate. SPACs are entities formed to raise capital through an initial public offering (IPO) for the purpose of taking an existing (but yet to be identified) private...

October 20, 2020

Summary Judgment: Making the Motion (NY)

By: Randi-Lynn Smallheer , Practical Guidance This article is for attorneys making a motion for summary judgment in New York state court under Rule 3212 of the Civil Practice Law and Rules . It provides an overview of summary judgment and addresses the summary judgment standard, motion deadlines, types of cases for which summary judgment is and is not favored, what evidence to submit with the motion, the trial court's...

October 20, 2020

Market Trends: Representations and Warranties Insurance

By: the Practical Guidance Attorney Team This article discusses trends in provisions relating to representations and warranties (R&W) insurance in acquisition agreements for transactions announced in the first half of 2020 as compared to transactions announced in the first half of 2019. THE ITEMS DISCUSSED INCLUDE THE PREVALENCE OF representations and warranties insurance generally, which party pays the policy...

October 20, 2020

What Happens When LIBOR Ends?

By: Jason Amster , Practical Guidance This article describes how you should proceed when your client calls and asks what happens to their loan documents after the pending cessation of London Interbank Offered Rate (LIBOR) at the end of 2021. LENDER AND BORROWER CLIENTS WITH CREDIT AGREEMENTS that extend past that date and borrowers entering into new financings are asking their lawyers how their financings address...

October 20, 2020

Main Street Lending Program: Key Practice Points

By: Michael Chernick , Tomasz Kulawik , Mohamed El-Sayed , and Lisseth A. Rincon Manzano , Shearman & Sterling LLP This article describes the terms of the facilities available under the Main Street Lending Program, in addition to providing practice tips to lawyers whose clients are (or are considering) entering such financing. Background As part of the Coronavirus Aid, Relief, and Economic Security Act (CARES...

October 20, 2020

SOFR Loan Documentation: 8 Considerations for Borrowers

By: David K. Duffee , Mayer Brown Bankers, lawyers, and others involved in the loan market’s transition from the London Interbank Offered Rate (LIBOR) to another reference rate have spent much of the past two years thinking about and drafting fallback provisions—the section of a loan agreement that describes what happens if LIBOR is not available. NOW THAT THE LIKELY DISAPPEARANCE OF LIBOR IS less than...

October 20, 2020

Special Purpose Acquisition Companies

By: David A. Curtiss , Proskauer Rose LLP This article discusses recent market trends regarding special purpose acquisition companies (SPACs), covering notable transactions, deal structure and process, and other key market trends, and provides an outlook for the rest of the year. THIS ARTICLE DISCUSSES RECENT MARKET TRENDS regarding special purpose acquisition companies (SPACs), covering notable transactions, deal...

October 20, 2020

Pandemic Preparation: 72-Hour Response Plan to Government Inquiry

By: Charles J. Clark , Barry A. Bohrer , and Christian J. Ascunce , Schulte Roth & Zabel LLP THIS ARTICLE PROVIDES GUIDANCE COVERING KEY questions that your organization may face as a result of a regulatory and enforcement inquiry during COVID-19, including a checklist to aid your response. Considering and approving these best practices is good; mastering and implementing them so that you may reflexively employ...

October 17, 2020

Ten Things Every Attorney Should Know About Contracts (But May Not)

By: Timothy Murray , Murray Hogue and Lannis ONE TIME I FOUND MYSELF IN A BREACH OF CONTRACT TRIAL before a grizzled jurist who seemed to have as much familiarity with contract law as I have with high fashion (none). I would like to say that he compensated for this deficiency with street smarts and a courteous judicial temperament, except it wouldn’t be true. The attorneys were arguing some point of law, and...

October 17, 2020

Leave and Vacation Sharing and Donation Policies: Key Drafting Tips and Legal Issues

By: Avi Meyerstein and Robert Sanders , Husch Blackwell LLP, and Stacey Bowman , Ascent Classical Academies This article provides key drafting tips and best practices for employers when drafting leave and vacation sharing and donation policies. A leave-sharing and donation policy allows employees to donate or share paid time off (PTO), including vacation and sick days, for use by other employees for medical emergencies...

October 17, 2020

Can and Should Arbitrators Compel Parties to Participate in Remote Arbitration Hearings?

By: Theodore K. Cheng, Esq. , ADR Office of Theo Cheng This article discusses the complex issue of whether and how an arbitrator can compel parties to participate in remote arbitration hearings amid the novel coronavirus (COVID-19) pandemic. ONE IMPACT OF THE PANDEMIC HAS BEEN TO CREATE DELAYS in the scheduling of in-person arbitration evidentiary hearings due to ongoing governmental regulations, travel restrictions...

June 19, 2020

COVID-19 Ramifications in Loan Documents

By: Michael Chernick and Brittany Roger, Shearman & Sterling LLP This article provides an overview of certain key provisions of credit agreements that will need to be reviewed to determine how the novel coronavirus (COVID-19) crisis—and the economic turmoil in its wake—affects a borrower’s ability to meet its ongoing obligations under such agreements and how borrowers and lenders may protect themselves...

June 19, 2020

IP Licensing in the Age of Coronavirus

By: Catriona Collins , Lexis Practice Advisor While there have been no changes to U.S. intellectual property law as a direct result of the coronavirus crisis, the pandemic has changed the world in which intellectual property licenses operate. This article examines licensing issues that intellectual property counsel will need to consider now and in the future. Supervening Events May Impact IP Licenses The best way...

June 19, 2020

COVID-19 from a Securities Law Perspective

By: Michael L. Hermsen, Anna Pinedo, and Laura D. Richman , Mayer Brown LLP THE ARTICLE ALSO HIGHLIGHTS KEY FORM 10-K AND FORM 10-Q matters, including risk factors, management discussion and analysis (MD&A), and financial statement issues, and examines various financing alternatives for companies considering their options to bolster their capital structure. We are experiencing an unprecedented event, the COVID...