Features
What's Scarier Than an Agency Audit? Three Agency Audits
Misclassifying employees as "independent contractors" may put employers in triple jeopardy. (<i>See</i> article <i>infra</i> by Rosanna Sattler.)
Features
Independent Contractor Classification
The classification of independent contractors is garnering increased attention at both state and federal agencies and courts. This article outlines some general guidelines based on recent state and federal court decisions.
Don't Bother Asking for Facebook Passwords
Social media sites may also contain relevant information not available through traditional screening tools, like criminal background checks or reference checks. But should employers ask for passwords?
The Big Three Myths (And Realities) of Non-Compete Agreements
An in-depth look at the most common myths about non-compete agreements.
Intellectual Property in M&A Transactions
To best protect their companies' interests, corporate counsel should be aware of the IP implications of every M&A transaction, and should adopt a formal approach to identifying those assets and performing IP due diligence.
Litigation and Social Media
The increasing use of social networking sites has changed the discovery landscape again. This change, however, presents a positive and beneficial discovery tool for companies to use in litigation.
DE Court Provides Important Guidance on Indemnification of Directors and Officers
Although director and officer indemnification is not a new concept, there is limited judicial precedent interpreting DGCL ' 145. Thus, the recent Delaware Court of Chancery decision in <i>Hermelin v. K-V Pharmaceutical Company</i> is most welcome.
Lease Due Diligence
When negotiating a lease of a parcel that is subject to an REA, a practitioner must be aware that there are many ways that an REA can adversely impact a tenant. This article lists eight factors to consider when reviewing an REA.
In the Spotlight: Renewing a Retail Lease
This article examines the topics that should be contemplated in an amendment to an existing lease, and also discusses the manner in which these issues may be addressed.
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MOST POPULAR STORIES
- Protecting Innovation in the Cyber World from Patent TrollsWith trillions of dollars to keep watch over, the last thing we need is the distraction of costly litigation brought on by patent assertion entities (PAEs or "patent trolls"), companies that don't make any products but instead seek royalties by asserting their patents against those who do make products.Read More ›
- Private Equity Valuation: A Significant DecisionInsiders (and others) in the private equity business are accustomed to seeing a good deal of discussion ' academic and trade ' on the question of the appropriate methods of valuing private equity positions and securities which are otherwise illiquid. An interesting recent decision in the Southern District has been brought to our attention. The case is <i>In Re Allied Capital Corp.</i>, CCH Fed. SEC L. Rep. 92411 (US DC, S.D.N.Y., Apr. 25, 2003). Judge Lynch's decision is well written, the Judge reviewing a motion to dismiss by a business development company, Allied Capital, against a strike suit claiming that Allied's method of valuing its portfolio failed adequately to account for i) conditions at the companies themselves and ii) market conditions. The complaint appears to be, as is often the case, slap dash, content to point out that Allied revalued some of its positions, marking them down for a variety of reasons, and the stock price went down - all this, in the view of plaintiff's counsel, amounting to violations of Rule 10b-5.Read More ›
- Meet the Lawyer Working on Inclusion Rider LanguageAt the Oscars in March, Best Actress winner Frances McDormand made “inclusion rider” go viral. But Kalpana Kotagal, a partner at Cohen Milstein Sellers & Toll had already worked for months to write the language for such provisions. Kotagal was developing legal language for contract provisions that Hollywood's elite could use to require studios and other partners to employ diverse workers on set.Read More ›
- Use of Deferred Prosecution Agreements In White Collar InvestigationsThis article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.Read More ›
- The DOJ Goes Phishing: The Rise of False Claims Act Cybersecurity LitigationWhile the DOJ Civil Cyber-Fraud Initiative is still in its early stages and cybersecurity regulations are evolving, whistleblower plaintiffs have already begun leveraging the FCA to pursue alleged noncompliance with government cybersecurity requirements.Read More ›