Commercial Contracts

Expert Analysis

• Not Exactly A Solution To Creditors' Nightmares

  

  In commercial and real estate disputes, California courts have consistently refused to permit a creditor to recover the full amount of a debt following the debtor's breach of the settlement agreement. A decision in Jade Fashion & Co. Inc. v. Harkham Industries Inc. might suggest that forbearance agreements could be the solution, but creditors would be wise to view the ruling as muddying the waters rather than providing clarity, say... (continued)

• Tips For Developing Effective Licensee Monitoring

  

  Both novice and seasoned licensors make the same critical mistake — not adequately instructing the licensee on how to calculate the royalty and preserve supporting records, says Sidney Blum of Stout Risius Ross Inc.

• Defining Atty Fee Enforceability In Illegal Contracts

  

  California courts have previously enforced attorneys' fees provisions in a real estate purchase contract even though the underlying contract was illegal. However, in Mountain Air Enterprises v. Sundowner Towers, a state appeals court distinguished prior decisions and clarified when a party can recover attorneys' fees under a real estate purchase contract that is ruled to be illegal, say Sylvia Arostegui and Brendan Macaulay of Nossaman LLP.

• Bridging The Discovery Gap In International Arbitration

  

  Forensic analytics reduces time and costs to process information and provides tangible findings for counsel to support various theories. These techniques offer significant opportunities to narrow the gaps in international arbitration matters in which evidence is often unavailable or not easy to obtain, say members of StoneTurn Group LLP.

• The Buck Stops With JPMorgan And Counsel

  

  As a result of a $1.5 billion filing error, JPMorgan and its syndicate of lenders now face losing their collateral to the unsecured creditors in the General Motors bankruptcy proceedings. Needless to say, the two prominent firms that served as outside counsel to JPMorgan and General Motors are also feeling the pain as they grapple with malpractice exposure, say Barkley Clark of Stinson Leonard Street LLP and Barbara Clark of the Co... (continued)

• In-House Counsel's Dirty 'Little' Secret: Data Leakage

  

  Not every data breach is a massive headline-grabbing theft of consumer credit card information. As significant as these events may seem, the more dangerous and prevalent threats are the least visible — occurring through "data leakage." Put simply, this is raw meat awaiting a strike by the plaintiff’s bar, says legal industry adviser Jennifer Topper.

• Early Termination Of Hotel Management Contracts Is Costly

  

  Lawyers for hotel management companies and for hotel owners, as well as judges hearing these issues, will likely continue to disagree about whether the increasingly common strategy to prematurely end management contracts is legally justified in particular cases. What may get lost in the chatter are the high costs of that course of action, say Julie Carpenter and Lindsay Harrison of Jenner & Block LLP.

• Takeaways From NY's Dietary Supplement Investigation

  

  Two takeaways from New York Attorney General Eric Schneiderman's recent investigation into retail dietary supplements are that there is a danger unproven science can be used to attack a company's stores and public image and that retailers should keep track of their suppliers, which includes making sure testing records called for in any sales contract are current, say attorneys at Schnader Harrison Segal & Lewis LLP.

• Options For Energy Investors Amid Falling Oil Prices

  

  While the legal options available to those with long-term energy projects governed in a common law jurisdiction will likely lie within the four corners of a contract with very limited exceptions, the doctrine of hardship may provide relief for participants plagued by plunging oil prices in civil law jurisdictions, say attorneys at White & Case LLP.

• Rejoice In New York’s Revised UCC, But Beware Traps

  

  While recent amendments bring most of New York’s Uniform Commercial Code up to date, the state chose not to modernize its entire UCC, as a result of which certain of its provisions do not reflect modern practices, and its version of Article 9 is still out of sync with that of other states, says G. Ray Warner, of counsel at Greenberg Traurig LLP and associate dean for bankruptcy studies at St. John’s University School of Law.