Persons looking to buy or sell businesses or real estate are often stymied by suspected environmental liabilities, but overlook environmental insurance as a possible solution. A product that has [...]
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The Department of Health and Human Services (HHS) has made any disclosure of Protected Health Information (PHI) not governed by a Business Associate Agreement (BAA) an enforcement priority. HHS [...]
On November 21, 2018, the Pennsylvania Supreme Court decided Dittman vs. UPMC, holding that an employer can be liable under a negligence theory for failing to adequately safeguard electronically [...]
Like non-convertible, double-dip participating preferred stock, convertible, double-dip participating preferred stock has a fixed, accruing dividend and a senior liquidation preference pursuant [...]
Recent legal trends raised the likelihood that merchants will pass on their credit card transaction fees – that is, the fee that credit card providers charge merchants to process a credit card [...]
Convertible, conventional participating preferred stock entitles the preferred shareholder to receive the greater of (a) the senior liquidation preference pursuant to which the preferred [...]
This week, the United States Patent and Trademark Office (USPTO) issued final rules changing the standard used for claim construction in AIA proceedings, including inter partes reviews (IPR), [...]
For the first time ever, a Delaware court has found that a target company has experienced a “material adverse effect” sufficient to allow the purchaser to terminate the purchase agreement. On [...]
Convertible, non-participating preferred stock has a senior liquidation preference pursuant to which the preferred shareholder receives back its invested money plus all accumulated, unpaid [...]
Over the past few years, we have seen representation and warranty insurance (RWI) gain a larger foothold in middle and lower-middle market M&A transactions. With more insurers entering the [...]
