New York Law Journal | Analysis
By Mark D. Harris and Margaret A. Dale | April 15, 2022
In Delaware, New York and California—three popular choices for forum clauses in acquisition agreements—the common law differs.
New York Law Journal | Analysis
By Thomas J. Hall and Judith A. Archer | April 14, 2022
The 'Danann' case stands for the now well-recognized principle that a specific merger clause—one encompassing the representations that are the subject matter of the fraud claim—will likely bar a plaintiff's fraud claim that looks outside the agreement. Recent Commercial Division decisions applying this 'Danann' standard are instructive as to how specific that clause must be.
New York Law Journal | Analysis
By Joshua Newcomer and Melissa Cabrera | April 12, 2022
The economic shocks of the pandemic, Russia's invasion of Ukraine, supply chain disruptions, a transition to work-from-home and increasing inflation all present challenges that may impair the domestic industries at issue before the U.S. International Trade Commission. The consequences of these events may increase the number of respondents requesting that the Commission implement a rarely used mechanism: the reporting requirement.
New York Law Journal | Analysis
By Barbara M. Goodstein | April 6, 2022
One set of UCC amendments relates to chattel paper and leasing, and involves amendments relating not only to the increased reliance on electronic documents, but also the growing prevalence of hybrid (or "bundled") transactions (i.e., combining the sale or lease of specific goods with the provision of other property, such as software, services or other goods. It is this last category of proposed amendments that Barbara M. Goodstein focuses on in today's edition of her Secured Transactions column.
The American Lawyer | Analysis
By Dan Roe | April 1, 2022
Small business bankruptcy filings are on the rise, but a legislative lapse means Chapter 11 is temporarily off the table for thousands of commercial debtors.
By Jason Grant | March 31, 2022
The appeals court has reinstated part of a $37 million legal-malpractice suit brought by a former client against a Manhattan attorney after the client lost a $35 million breach-of-contract action based on statute-of-frauds grounds.
By Dan Roe | March 21, 2022
Jeffrey Saferstein, the longtime outside counsel to Apollo Global Management, is joining Weil's restructuring practice in New York, the firm announced on Monday.
By Tom McParland | March 7, 2022
U.S. District Judge Lewis J. Liman rejected claims by a group of developers who said that the firm, Gamma Real Estate Capital, leveraged an $82 million bridge loan to seize control of the $550 million property.
By Jason Grant | March 7, 2022
The former client alleges that Morrison Cohen, the well-respected commercial litigation and corporate transactional firm, helped him and another lip-balm and lotion company co-founder become equal partners, only to years later help that partner potentially oust him from both his thought-to-be equal position and equal financial distribution rights.
New York Law Journal | Analysis
By Peter A. Mahler and Matthew D. Donovan | February 24, 2022
2021 was a year in which a series of important rulings by the Commercial Division and the Appellate Division, First, Second, and Fourth Departments, unquestionably led the pack in clarifying both substantive and procedural rules governing disputes among business co-owners.
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