While this article cannot speak to the specifics of an individual termination, the subject thumbnails set forth herein highlight key issues to consider when preparing separation agreements.
Robert S. Reder, Alan J. Stone
&
Gabrielle A. Haddad
The Court of Chancery of Delaware recently granted summary judgment to Transkaryotic directors alleged to have breached their fiduciary duties of disclosure (also sometimes referred to as the duty of "candor") and loyalty in connection with Shire Pharmaceuticals' acquisition of Transkaryotic. This article discusses the ground-breaking ruling.
This article briefly reviews the history of the DOJ's corporate charging guidelines, discusses the policy changes from the DOJ's earlier charging guidelines, and analyzes the Filip Memo's impact on corporate investigations and prosecutions.
The ADAAA, which takes effect in January 2009, took aim at two United States Supreme Court decisions rendered during the last decade that were viewed as substantially limiting the scope of covered disabilities under the ADA. This article explains what it means to your practice.
The Texas Supreme Court recently declared that insurance companies do not commit the unauthorized practice of law when they use lawyers they employ to provide a defense to their insureds.
Surprisingly few reported decisions discuss whether criminal investigations of corporate wrongdoing are covered under directors' and officers' liability insurance policies. This is amazing because the past decade has been marked by waves of corporate scandals, and federal and state prosecutors and regulators will likely continue to launch broad investigations of corporate conduct in the decade to come.
Do you know who your firm's next leader will be? Do you have a short list of viable partner candidates? If your answer to these questions is no, you are not alone.
A majority of courts consider the <i>contra proferentem</i> doctrine to be a pillar of insurance law. The doctrine requires ambiguous terms in an insurance policy to be construed against the insurer and in favor of coverage for the insured. A prominent rationale behind the doctrine is that insurance policies are usually standard-form contracts drafted entirely by insurers.
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.
Like poorly-behaved school children, new technologies and intellectual property (IP) are increasingly disrupting the M&A establishment. Cybersecurity has become the latest disruptive newcomer to the M&A party.
In an effort to minimize the release of toxic gasses from cables in the event of fire, the 2002 version of the National Electric Code ("NEC"), promulgated by the National Fire Protection Association, sets forth new guidelines requiring that abandoned cables must be removed from buildings unless they are located in metal raceways or tagged "For Future Use." While the NEC is not, in itself, binding law, most jurisdictions in the United States adopt the NEC by reference in their state or local building and fire codes. Thus, noncompliance with the recent NEC guidelines will likely mean that a building is in violation of a building or fire code. If so, the building owner may also be in breach of agreements with tenants and lenders and may be jeopardizing its fire insurance coverage. Even in jurisdictions where the 2002 NEC has not been adopted, it may be argued that the guidelines represent the standard of reasonable care and could result in tort liability for the landlord if toxic gasses from abandoned cables are emitted in a fire. With these potential liabilities in mind, this article discusses: 1) how to address the abandoned wires and cables currently located within the risers, ceilings and other areas of properties, and 2) additional considerations in the placement and removal of telecommunications cables going forward.
In a recent case from the Bankruptcy Court for the District of Delaware, In re Paragon Offshore PLC, the bankruptcy court provided guidance on whether a post-plan effective date litigation trust's distributions constituted disbursements subject to the U.S. Trustee fee "tax."
