Protecting Attorney-Client Privileged Information in M&A Deals
|
|
- Gervais Patrick
- 5 years ago
- Views:
Transcription
1 Protecting Attorney-Client Privileged Information in M&A Deals Lisa R. Bugni June 12, 2012 ATL v1
2 Attorney-Client Privilege in M&A Deals General Rule The attorney-client privilege belongs to and remains with the corporation Thus, when there is a change in control of the corporation, the attorney-client privilege will belong to the successor corporation New management will have the power to assert and waive the attorney-client privilege 2
3 Privilege in Asset Sales The sale or transfer of a corporation s assets without more generally does not transfer the attorney-client privilege. The majority of recent cases look to the following standard to determine control of the privilege: Whether the attorney-client relationship transfers to the new owners of the assets turns on the practical consequences rather than the formalities of the transaction If the practical consequences result in the transfer of control of the business and the continuation of the business under new management, the authority to assert or waive the attorney-client privilege will follow as well 3
4 Examples Attorney-client privilege transferred to purchaser that acquired patent rights and assets of division and took on employees and managers for the division. See Parus Holdings, Inc. v. Banner & Witcoff, Ltd., 585 F. Supp. 2d 995 (N.D. Ill. 2008). Attorney-client privilege transferred to purchaser that acquired certain assets, continued to sell the same product, retained the patents, and serviced customers with contracts for the product. See Soverain Software LLC v. The Gap, Inc., 340 F. Supp. 2d 760 (E.D. Tex. 2004). 4
5 Transaction Communications What happens if there is litigation regarding the transaction between buyer and seller? Who controls the privilege for communications between the seller and its counsel regarding the deal? If the seller were allowed to control the privilege, it would be the equivalent of turning over to the buyer all of the privileged communications of the seller concerning the very transaction at issue. 5
6 Transaction Communications For this reason, courts recognize an exception to the general rule for privileged communications related to the negotiation of the deal. See Orbit One Communications, Inc. v. Numerex Corp., 255 F.R.D. 98 (S.D.N.Y. 2008); Postorivo v. AG Paintball Holdings, Inc., No VCP, 2008 WL (Del. Ch. Feb. 7, 2008). These communications are not necessary for the buyer to continue to operate the business, and, thus, the attorney-client privilege does not transfer for these communications. 6
7 Practical Consequences Generally, knowing disclosure of privileged communications to a third party will waive the attorney-client privilege. M&A deals usually involve the transfer of computers and servers, which could have on them privileged communications regarding negotiation of the deal. 7
8 Practical Consequences Does transfer of the computer/server waive the privilege applicable to privileged negotiation communications? At least two courts have found that the privilege was waived. Kaufman v. Sungard Invest. Sys., No. 05-cv-1236, 2006 WL (D.N.J. May 10, 2006) Current Medical Directions, LLC v. Salomone, No /06, 2010 WL (N.Y. Sup. Feb. 2, 2010) 8
9 Practical Consequences To preserve the privilege, an effort must be made to prevent disclosure of privileged communications to the buyer. In Society of Professional Engineers v. The Boeing Co., No MLB, 2010 WL (D. Kan. Aug. 5, 2010), the court held Boeing waived its right to assert privilege over communications that remained on a server to which the buyer of a Boeing division had access. The court did not have any evidence before it that Boeing had taken steps to identify and isolate privileged communications to prevent their disclosure to the buyer. One court held the removal of privileged communications does not necessarily need to be done upon transfer of title it is sufficient to remove the privileged documents from the computer system after closing so long as removal is done prior to the time the purchaser has ready access to the computer system. See Orbit One, 255 F.R.D
10 Contractual Provisions The parties may provide for control of the attorney-client privilege in the asset purchase agreement/stock purchase agreement. This is a good practice especially where the seller retains a portion of the assets or liabilities. The Delaware Chancery Court upheld a contractual provision regarding the attorney-client privilege for excluded assets and liabilities. See Postorivo, 2008 WL But see Zenith Electronics Corp. v. WH-TV Broadcasting Corp., No. 01 C 4366, 2003 WL (N.D. Ill. Aug. 7, 2003), where the court held that the attorney-client privilege is not a corporate asset that may be sold in an asset purchase agreement. 10
11 Questions? 11
Attorney-Client Privilege: What You Need to Know Post-Deal
Attorney-Client Privilege: What You Need to Know Post-Deal Dustin Kitson 303.542.0665 dustin.kitson@markwest.com Greg Ramos 303.299.8332 gramos@shermanhoward.com Chris Mosley 303.299.8466 cmosley@shermanhoward.com
More informationAttorney-Client Privilege Between Affiliated Entities: Who Owns the Privilege When Interests Diverge?
Presenting a live 90-minute webinar with interactive Q&A Attorney-Client Privilege Between Affiliated Entities: Who Owns the Privilege When Interests Diverge? Navigating the Complexities of Joint Representations
More informationRECENT TRENDS AND LEGAL DEVELOPMENTS IN M&A AND RELATED TRANSACTIONS
RECENT TRENDS AND LEGAL DEVELOPMENTS IN M&A AND RELATED TRANSACTIONS Steven N. Haas, Esq. Anna M. McDonough, Esq. Cozen O Connor Cozen O Connor 1900 Market Street 1900 Market Street Philadelphia, PA 19103
More informationMERGERS ACQUISITIONS! C onsider this: you have worked for years to build a BNA, LAW REPORT. Earn-Outs: Bridge the Gap, With Caution INC.
A BNA, MERGERS INC. & ACQUISITIONS! LAW REPORT Reproduced with permission from Mergers & Acquisitions Law Report, 12 MALR 581, 06/15/2009. Copyright 2009 by The Bureau of National Affairs, Inc. (800-372-1033)
More informationCritical (But Often Overlooked) Issues in Private M&A Transactions. By: Jim Junewicz and Greg Hawver
Critical (But Often Overlooked) Issues in Private M&A Transactions By: Jim Junewicz and Greg Hawver Speakers Jim Junewicz Partner, Securities, M&A & Capital Markets Chicago: +1 (312) 558-5257 New York:
More informationGOVERNMENT PROVISIONS APPLICABLE TO PRIME CONTRACT DAAH23-02-C-0155
Date: January 24, 2003 EXHIBIT A GOVERNMENT PROVISIONS APPLICABLE TO PRIME CONTRACT DAAH23-02-C-0155 The clauses contained in the following Government regulations are incorporated by reference. Where necessary
More information10 PITFALLS TO AVOID IN PRE LITIGATION DISPUTES
10 PITFALLS TO AVOID IN PRE LITIGATION DISPUTES Presented by Bill Devine, Esq., Williams Mullen Jennifer Romano, Esq., Crowell & Moring LLP Introduction How Decisions and Actions in Audit Process Can Affect
More informationIN THE SUPERIOR COURT OF THE STATE OF DELAWARE IN AND FOR NEW CASTLE COUNTY
IN THE SUPERIOR COURT OF THE STATE OF DELAWARE IN AND FOR NEW CASTLE COUNTY WILMINGTON SAVINGS FUND ) SOCIETY, FSB, ) Plaintiff, ) ) v. ) C.A. No.: 08L-04-047 FSS ) E-FILED SAINT ANNES CLUB, LLC, ) Defendant.
More informationAPPENDIX CONFLICT OF INTEREST CODE OF THE COUNTY OF SANTA CLARA EXHIBIT A LIST OF DESIGNATED POSITIONS FOR
APPENDIX CONFLICT OF INTEREST CODE OF THE COUNTY OF SANTA CLARA EXHIBIT A LIST OF DESIGNATED POSITIONS FOR SANTA CLARA VALLEY HEALTH & HOSPITAL SYSTEM INFORMATION SERVICES Designated Position Disclosure
More informationThe Evolving Analysis of IP Licenses in M&A Transactions
The Evolving Analysis of IP Licenses in M&A Transactions Presentation to the American Intellectual Property Law Association Mergers & Acquisitions Committee May 25, 2016 Jason Greenberg Fried, Frank, Harris,
More informationCase 1:16-cv IT Document 33 Filed 09/20/16 Page 1 of 10 UNITED STATES DISTRICT COURT DISTRICT OF MASSACHUSETTS
Case 1:16-cv-10422-IT Document 33 Filed 09/20/16 Page 1 of 10 UNITED STATES DISTRICT COURT DISTRICT OF MASSACHUSETTS ROBERT JOHNSON a/k/a ROBERT * JOHNSON, JR., * * Plaintiff, * * v. * Civil Action No.
More informationEXHIBIT A GOVERNMENT PROVISIONS APPLICABLE TO PRIME CONTRACT DAAJ09-95-C-A001
Date: October 1999 EXHIBIT A GOVERNMENT PROVISIONS APPLICABLE TO PRIME CONTRACT DAAJ09-95-C-A001 The clauses contained in the following Government regulations are incorporated by reference. Where necessary
More informationBuyer Beware: The Fiduciary Duties of a Buyer s Board. By Mark A. Morton, Michael A. Pittenger and Michael K. Reilly 1
Buyer Beware: The Fiduciary Duties of a Buyer s Board By Mark A. Morton, Michael A. Pittenger and Michael K. Reilly 1 The fiduciary obligations of a selling corporation s board of directors in the context
More informationOwners Full Name(s): (hereinafter, Sellers )"
LIMITED REPRESENTATION AGREEMENT 1 of 10 Date: Owners Full Name(s): (hereinafter, Sellers ) This Listing Agreement is by and between Sellers and Home Max, LLC., doing business as Home Max Realty, MLS Direct,
More informationIN THE SUPREME COURT OF THE STATE OF DELAWARE
IN THE SUPREME COURT OF THE STATE OF DELAWARE HENRY BLACK, MARY LOU BLACK, RAYMOND BUCHTA, W. SCOTT BLACK, AND BLACKBALL PROPERTIES, Defendants Below- Appellants, v. GARY STAFFIERI and ADRIA CHARLES STAFFIERI,
More informationPresenting a live 90-minute webinar with interactive Q&A. Today s faculty features:
Presenting a live 90-minute webinar with interactive Q&A UCC Recent Developments: Practical Implications for Lenders' Security Interests Best Practices to Protect Client Confidences and Advertise Legal
More informationDISTRICT COURT OF APPEAL OF THE STATE OF FLORIDA FOURTH DISTRICT
DISTRICT COURT OF APPEAL OF THE STATE OF FLORIDA FOURTH DISTRICT VITACOST.COM, INC., Appellant, v. JAMES MCCANTS, Appellee. No. 4D16-3384 [February 15, 2017] Appeal of non-final order from the Circuit
More informationSAMPLE CONTRACT TO BUY AND SELL REAL PROPERTY
SAMPLE CONTRACT TO BUY AND SELL REAL PROPERTY 1. Parties and Property: The undersigned and identified party ( Purchaser ) agrees to buy and ( Seller ) agrees to sell, on the terms and conditions set forth
More informationChapter 1. Questions Licensees Frequently Ask the Commission
Chapter 1 Questions Licensees Frequently Ask the Commission As a service to real estate licensees and other interested parties, this chapter provides general responses to some questions that licensees
More informationBy: STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION DIVISION OF FLORIDA LAND SALES, CONDOMINIUMS, AND MOBILE HOMES
By: STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION DIVISION OF FLORIDA LAND SALES, CONDOMINIUMS, AND MOBILE HOMES IN RE PETITION FOR DECLARATORY STATEMENT DS 2006-006 PARK LAKE TOWERS
More informationALABAMA REAL ESTATE COMMISSION ADMINISTRATIVE CODE CHAPTER 790 X 3 DISCIPLINARY ACTIONS TABLE OF CONTENTS
Real Estate Commission Chapter 790 X 3 ALABAMA REAL ESTATE COMMISSION ADMINISTRATIVE CODE CHAPTER 790 X 3 DISCIPLINARY ACTIONS TABLE OF CONTENTS 790 X 3.01 Change Of Address 790 X 3.02 Returned Check Fee
More informationState of New York Supreme Court, Appellate Division Third Judicial Department
State of New York Supreme Court, Appellate Division Third Judicial Department Decided and Entered: June 19, 2008 504121 WHITEFACE RESORT HOLDINGS, LLC, Appellant, v MEMORANDUM AND ORDER CHARLES W. McCUTCHEN
More informationPATENT PURCHASE AGREEMENT
EXECUTION COPY PATENT PURCHASE AGREEMENT THIS PATENT PURCHASE AGREEMENT ( Agreement ) is made as of December 10, 2004 ( Effective Date ), by Commerce One Operations, Inc., a corporation organized under
More informationTrends in M&A Provisions: Sandbagging and Anti-Sandbagging Provisions
Trends in M&A Provisions: Sandbagging and Anti-Sandbagging Provisions March 5, 2018 Bloomberg Law Reproduced with permission from Bloomberg Law. Copyright 2018 by The Bureau of National Affairs, Inc. (800-372-1033)
More informationPENDLETON AGRICULTURAL ESTATE ACREAGE 60 +/- Acres $1,200,000. Anderson County, SC
PENDLETON AGRICULTURAL ESTATE ACREAGE 60 +/- Acres Anderson County, SC $1,200,000 National Land Realty 1212 Haywood Road Ste 400A Greenville, SC 29615 www.nationalland.com Caleb Rundorff Office: 855.384.5263
More informationContractual Allocation of Environmental Risk in Transactions: Case Law Developments Under CERCLA
1037 Twenty First Annual Advanced ALI-ABA Course of Study The Impact of Environmental Law on Real Estate Transactions: Brownfields and Beyond October 2-3, 2008 Boston, Massachusetts Contractual Allocation
More informationCities and Municipalities -- Public Recreation and Playgrounds -- Powers of Recreation Commission; Acquisition of Real Property by Purchase or Lease
ROBERT T. STEPHAN ATTORNEY GENERAL November 7, 1988 ATTORNEY GENERAL OPINION NO. 88-157 The Honorable Nancy Brown State Representative, Twenty-Seventh District 15429 Overbrook Lane Stanley, Kansas 66224-9744
More informationEXCLUSIVE RIGHT TO REPRESENT OWNERS/SELLERS
Greater Central Louisiana REALTORS Association, Inc. Multiple Listing Service EXCLUSIVE RIGHT TO REPRESENT OWNERS/SELLERS The undersigned owner(s) exclusively lists and places with the undersigned Real
More informationMarch 2019 Category Course title Author Tax Goodwill Post 1-April 2019 Paul Davies. Disclaimer and Copyright
March 2019 Category Course title Author Tax Goodwill Post 1-April 2019 Paul Davies Disclaimer and Copyright Whilst every care has been taken in the preparation of this learning material we do not accept
More informationACQUISITION STRUCTURE DECISION TREE
ACQUISITION STRUCTURE DECISION TREE By BYRON F. EGAN Jackson Walker L.L.P. 901 Main Street, Suite 6000 Dallas, TX 75202 began@jw.com Choice and Acquisition of Entities in Texas 2011 San Antonio, TX (live)
More informationVALUATION OF PROPERTY. property. REALTORS need to keep in mind first, that the Occupational Code limits what
VALUATION OF PROPERTY I. INTRODUCTION REALTORS are often asked for their opinion on the value of a particular piece of property. REALTORS need to keep in mind first, that the Occupational Code limits what
More information11 Prime Walk-Up Apartment Buildings 299 Residential Units 2 Retail Stores ASKING PRICE: $73,000,000
The East Side/Village Portfolio 104 East 7th Street 438-440 East 13th Street 234-238 East 33rd Street 101 MacDougal Street 410 East 64th Street 319-321 East 78th Street 223 East 82nd Street 310 East 83rd
More informationPrivate Company Sales in the U.S. and U.K.
Private Company Sales in the U.S. and U.K. A comparison of the law, customs and practice This course can be presented in-house for you on a date of your choosing The Banking and Corporate Finance Training
More informationThe Rise And Fall Of Statistical Sampling In RMBS Cases
Portfolio Media. Inc. 111 West 19 th Street, 5th Floor New York, NY 10011 www.law360.com Phone: +1 646 783 7100 Fax: +1 646 783 7161 customerservice@law360.com The Rise And Fall Of Statistical Sampling
More information30 Thompson Street, New York, NY
30 Thompson Street, New York, NY SoHo Boutique Development Site For Sale FOR SALE Asking Price: $13,450,000 Property Information Block / Lot 476 / 56 Lot Size (Approx.) 29 x 94 Lot Area (Approx.) 2,726
More informationM&A STRUCTURE/ANATOMY OF A TRANSACTION PRESENTATION OUTLINE. December 6, 2016
M&A STRUCTURE/ANATOMY OF A TRANSACTION PRESENTATION OUTLINE December 6, 2016 1. HOW TO STRUCTURE A TRANSACTION DEAL TYPES AND CONSIDERATION a. Main types = Asset purchase, stock purchase and merger. Structure
More informationFederal Laboratory Technology Licensing From a GOCO Perspective
Federal Laboratory Technology Licensing From a GOCO Perspective Dr. Mark Reeves Oak Ridge National Laboratory Pittsburgh, Pennsylvania April 30, 2012 Mark Reeves FLC Southeast Deputy Regional Coordinator,
More information1. What are the current challenges to enforcement of multi-tiered dispute resolution clauses?
Singapore Lawrence Teh Rodyk & Davidson LLP Singapore lawrence.teh@rodyk.com Law firm bio Co-Chair, IBA Asia Pacific Regional Forum 1. What are the current challenges to enforcement of multi-tiered dispute
More informationContracting out of the 1954 Act - but not as you know it
Real Estate September 2016 Contracting out of the 1954 Act - but not as you know it Key Contact Introduction Mark Barley Partner Property Litigation T: +44(0) 2380 20 8153 E: mark.barley @bonddickinson.com
More informationUpdate on Fiduciary Outs in M&A Transactions. Thursday, January 19, :00 p.m. 2:00 p.m. New York 666 Fifth Avenue New York, New York 10103
Update on Fiduciary Outs in M&A Transactions Thursday, January 19, 2012 1:00 p.m. 2:00 p.m. New York 666 Fifth Avenue New York, New York 10103 Speakers Mara H. Rogers Partner New York mrogers@fulbright.com
More informationExtending Credit to Property Management Companies. (A Challenge?) By Tom Gannon, CCE
Extending Credit to Property Management Companies (A Challenge?) By Tom Gannon, CCE Property management is an interesting and challenging business segment. For those with limited or no immediate experience
More information2008 Thomson Reuters/West. No Claim to Orig. U.S. Govt. Works.
Not Reported in A.2d Page 1 McDowell v. Greenfield Del.Ch.,2008. Only the Westlaw citation is currently available. UNPUBLISHED OPINION. CHECK COURT RULES BEFORE CITING. Court of Chancery of Delaware. John
More information$140,000. LAND 56 +/- Acres. Abbeville County, SC. Bill Hueble Office: Cell: Fax:
charlies@creek recreational LAND 56 +/- Acres Abbeville County, SC $140,000 National Land Realty 1212 Haywood Road Ste 400A Greenville, SC 29615 www.nationalland.com Bill Hueble Office: 855.384.5263 Cell:
More informationFlat Fee MLS Listing Sign UP Form
Flat Fee MLS Listing Sign UP Form Through this Limited Service Agreement Seller grants erealtyproperties authority to list Sellers Property on the MLS (Multiple Listing Service). Date Seller Seller Property
More informationGuidance on Compliance with MN Statute 144D
The Long Term Care Imperative, along with attorneys Barb Blumer (Barb Blumer Law, P.A.) and Michelle Klegon (Voigt, Klegon & Rode, LLC), has developed the following guidance for housing-with-services establishments
More information7. On what day does an expired license become inactive? a. 21 b. 31 c. 32 d What is the penalty for allowing a license to expire? a.
Colorado Quiz #1 Duties and Powers of the Real Estate Commission License Requirements and Regulation Chapter 1-2 DORA RE Manual 1. The lowest level of discipline the CREC may take against an agent is a.
More informationWHEN, WHERE, AND WHY: APPLICATION OF NON-UCC RULES AND LAW
WHEN, WHERE, AND WHY: APPLICATION OF NON-UCC RULES AND LAW Presented by the American Bar Association Solo, Small Firm and General Practice Division, Section of Administrative Law and Regulatory Practice,
More informationCase 3:16-cv PK Document 591 Filed 03/14/18 Page 1 of 7
Case 3:16-cv-00438-PK Document 591 Filed 03/14/18 Page 1 of 7 Troy D. Greenfield, OSB #892534 Email: tgreenfield@schwabe.com Alex I. Poust, OSB #925155 Email: apoust@schwabe.com Lawrence R. Ream (Admitted
More informationNOTICE: THIS OPINION HAS NOT BEEN RELEASED FOR PUBLICATION IN THE PERMANENT LAW REPORTS. UNTIL RELEASED, IT IS SUBJECT TO REVISION OR WITHDRAWAL.
Page 1 Only the Westlaw citation is currently available. NOTICE: THIS OPINION HAS NOT BEEN RELEASED FOR PUBLICATION IN THE PERMANENT LAW REPORTS. UNTIL RELEASED, IT IS SUBJECT TO REVISION OR WITHDRAWAL.
More informationDEVELOPMENTS IN APPRAISAL LITIGATION
DEVELOPMENTS IN APPRAISAL LITIGATION Delaware General Corporation Law gives stockholders objecting to a merger the right to have the Court of Chancery appraise and award them the fair value of their shares.
More informationCENTRAL GOVERNMENT ACCOUNTING STANDARDS
CENTRAL GOVERNMENT ACCOUNTING STANDARDS NOVEMBER 2016 STANDARD 4 Requirements STANDARD 5 INTANGIBLE ASSETS INTRODUCTION... 75 I. CENTRAL GOVERNMENT S SPECIALISED ASSETS... 75 I.1. The collection of sovereign
More informationIntangible assets have continually grown in their importance as a driver of value in businesses, in particular over the past thirty years.
Intangible assets have continually grown in their importance as a driver of value in businesses, in particular over the past thirty years. In the 1980s large, publicly-traded company values were generally
More informationSOUTH BROWARD BOARD OF REALTORS IDX Vendor License Agreement
SOUTH BROWARD BOARD OF REALTORS IDX Vendor License Agreement This form must be completed and signed by each broker, licensee (if applicable) and vendor operating the IDX website stated within this agreement
More informationDUE DILIGENCE REPORT CERTIFICATE OF INCORPORATION
LLP 1000 Lee Highway 202.402.1212 ph Washington, D.C. 20002 202.402.2020 fx TO: Mr. Buyer FROM: Counsel RE: Grey Ridge Manufacturing, Inc. Date: January 18, 2010 Dear Mr. Buyer, DUE DILIGENCE REPORT We
More informationSB 96: Department of Industrial Relations New Prevailing Wage Penalties
SB 96: Department of Industrial Relations New Prevailing Wage Penalties Michael J. Maurer November 8, 2017 linkedin.com/company/bestbestkrieger @BBK 2017 Best Best & Krieger LLP Goals of This Presentation
More informationHOUSING REPORT WASHTENAW JUNE 2018
WASHTENAW JUNE 2018 Winning The Deal Available listings have been down over 30% from 2 years ago. The shortage of move-in-ready listings has created a feeding frenzy that heats up when sharp new listings
More informationNevada Single Document Rule
Nevada Single Document Rule Nevada Law Nevada law requires that all agreements in a motor vehicle retail installment transaction be contained within a single document. Further, in a consumer transaction,
More informationJOINT VENTURE AGREEMENT (INVESTOR AND INVESTOR)
Page 1 of 5 JOINT VENTURE AGREEMENT (INVESTOR AND INVESTOR) This Agreement is made [date], between [first party], of [address], in the City of, County of, State of, and [second party], of [address], in
More informationALABAMA REAL ESTATE COMMISSION ADMINISTRATIVE CODE CHAPTER 790-X-3 DISCIPLINARY ACTIONS TABLE OF CONTENTS
Real Estate Commission Chapter 790-X-3 ALABAMA REAL ESTATE COMMISSION ADMINISTRATIVE CODE CHAPTER 790-X-3 DISCIPLINARY ACTIONS TABLE OF CONTENTS 790-X-3-.01 Change Of Address 790-X-3-.02 Returned Check
More informationREAL ESTATE & TRUST ACCOUNT REQUIREMENTS & MANAGEMENT
REAL ESTATE & TRUST ACCOUNT REQUIREMENTS & MANAGEMENT ESCROW MANAGEMENT WHO IS RESPONSIBLE? PRINCIPAL BROKER SUPERVISING BROKER WITH ESCROW ACCOUNT AUTHORITY ANY LICENSEE WITH ESCROW ACCOUNT AUTHORITY
More informationBCShop.io User Agreement
BCShop.io User Agreement Definitions: The owner of the platform or BCShop.io or Company is BCSHOP.IO PTE.LTD that is a company incorporated in Singapore at 176 Joo Chiat Road, #02-02427447 Singapore. Platform
More informationArbitration - Mandatory or Voluntary?
Arbitration - Mandatory or Voluntary? Obligation to Arbitrate The obligation of REALTORS to arbitrate flows from Article 17 of the Code of Ethics. Article 17 of the Code establishes: In the event of a
More information380 US 46, SOUTH HACKENSACK, NJ
380 US 46, SOUTH HACKENSACK, NJ Retail Redevelopment Opportunity ~ 1 Acre Land with 127 SF of Frontage on US 46 FOR SALE OR GROUND LEASE PROPERTY FEATURES Cushman & Wakefield, is pleased to present 380
More informationVIRGINIA ASSOCIATION OF REALTORS EXCLUSIVE AUTHORIZATION TO SELL
VIRGINIA ASSOCIATION OF REALTORS EXCLUSIVE AUTHORIZATION TO SELL OWNER AUTHORIZATION REGARDING INTERNET Internet advertising is one of the ways information concerning real property offered for sale is
More informationCONTRACTS UNDER THE UNIFORM COMMERCIAL CODE THE MODERN LAW OF SALES MAY BE SUMMARIZED IN ONE BRIEF STATEMENT: LET THE SELLER BEWARE!
CONTRACTS UNDER THE UNIFORM COMMERCIAL CODE THE MODERN LAW OF SALES MAY BE SUMMARIZED IN ONE BRIEF STATEMENT: LET THE SELLER BEWARE! Uniform Commercial Code All 50 states have adopted some portions of
More informationVillage of Port Chester Industrial Development Agency REQUEST FOR QUALIFICATIONS FOR COMMERCIAL APPRAISAL CONSULTING SERVICES RFQ #
Village of Port Chester Industrial Development Agency REQUEST FOR QUALIFICATIONS FOR COMMERCIAL APPRAISAL CONSULTING SERVICES RFQ # 2016-09 Date: October 21, 2016 REQUEST FOR QUALIFICATIONS (RFQ # 2016-09)
More informationIN THE DISTRICT COURT OF APPEAL OF THE STATE OF FLORIDA FIFTH DISTRICT JULY TERM v. CASE NO. 5D00-30
IN THE DISTRICT COURT OF APPEAL OF THE STATE OF FLORIDA FIFTH DISTRICT JULY TERM 2001 DENNIS COULTER, J. LARRY HOOPER, L.C. DAIRY, INC., ET AL, Appellants, v. CASE NO. 5D00-30 ST. JOHNS WATER MANAGEMENT
More informationINTELLECTUAL PROPERTY
XI. INTELLECTUAL PROPERTY A. INTRODUCTION & BACKGROUND AURA employees, as a part of their normal professional duties, carry out research and engineering activities, which are sponsored by governmental
More informationhen buying or selling real estate, you may method for determining the sales commission or fee and represent only you (as a buyer s agent willing for them to represent both you and the seller at the same
More informationGreater Central Louisiana REALTORS Association, Inc. Multiple Listing Service EXCLUSIVE RIGHT TO REPRESENT OWNERS/SELLERS
Greater Central Louisiana REALTORS Association, Inc. Multiple Listing Service EXCLUSIVE RIGHT TO REPRESENT OWNERS/SELLERS The undersigned owner(s) exclusively lists and places with the undersigned Real
More informationCommunity Solar Subscription Agreement
Community Solar Subscription Agreement The Seller and the Buyer (the Parties to this Agreement ) Buyer ( You and Your ) Phone: Mailing Address: Email: Seller Co-op Power, Inc. Contact: Mark Skinder 877-266-7543
More informationTAX ISSUES FOR REAL ESTATE LEASING BY TAX-EXEMPT ORGANIZATIONS Part One: Residential and Commercial Leases
TAX ISSUES FOR REAL ESTATE LEASING BY TAX-EXEMPT ORGANIZATIONS Part One: Residential and Commercial Leases Written by: Michael J. Huft mhuft@schiffhardin.com 312.258.5627 Nina M. Knierim nknierim@schiffhardin.com
More informationThird District Court of Appeal State of Florida, January Term, A.D. 2013
Third District Court of Appeal State of Florida, January Term, A.D. 2013 Opinion filed May 15, 2013. Not final until disposition of timely filed motion for rehearing. No. 3D11-1336 Lower Tribunal No. 02-07078
More informationLOCKHEED MARTIN CORPORATION PRIME SUPPLEMENTAL FLOWDOWN DOCUMENT (PSFD) ADDITIONAL TERMS AND CONDITIONS FOR SUBCONTRACTS/PURCHASE ORDERS UNDER
LOCKHEED MARTIN CORPORATION PRIME SUPPLEMENTAL FLOWDOWN DOCUMENT (PSFD) ADDITIONAL TERMS AND CONDITIONS FOR SUBCONTRACTS/PURCHASE ORDERS UNDER JSF LRIP 3 CONTRACT NUMBER N00019-08-C-0028 Generated using
More informationMANDATORY RENT DEPOSITS?; TENANTS USE DELAYING TACTICS TO GAIN EDGE IN CURRENT SYSTEM 1
New York Law Journal March 11, 1996 MANDATORY RENT DEPOSITS?; TENANTS USE DELAYING TACTICS TO GAIN EDGE IN CURRENT SYSTEM 1 Probably the most hotly debated area of landlord-tenant litigation involves the
More informationSelling the Privately Held Company
Selling the Privately Held Company Tuesday, January 15, 2013 Boston Bar Association Continuing Legal Education www.bostonbar.org/edu/cle SELLING THE PRIVATELY HELD COMPANY By: Steven C. Browne, Gitte J.
More information308,000 BSF development opportunity in Williamsburg, Brooklyn BROADWAY
308,000 BSF development opportunity in Williamsburg, Brooklyn BROADWAY BROADWAY Cushman & Wakefield has been exclusively retained to arrange for the sale of a large-scale development site partially improved
More informationMaterial adverse change clauses
Investing in Infrastructure International Best Practice in Project and Construction Agreements January 2016 Material adverse change clauses www.pwc.com.au What is a mac clause? Material Adverse Change
More informationREQUEST FOR PROPOSAL FOR SERVICED APARTMENTS FOR: 1. CONCEPT DESIGN CONSULTATION AND/OR 2. OPERATION OF SERVICED APARTMENTS, FOR,
REQUEST FOR PROPOSAL FOR SERVICED APARTMENTS FOR: 1. CONCEPT DESIGN CONSULTATION AND/OR 2. OPERATION OF SERVICED APARTMENTS, FOR, SERVICED APARTMENTS BRAND SPONSORED BY CYTONN INVESTMENTS MANAGEMENT LIMITED
More informationThe New Form 8-K: Interpretive Issues for REITs and REOCs
The New Form 8-K: Interpretive Issues for REITs and REOCs John Newell and Ettore Santucci Recent changes in SEC rules require public companies to make greatly expanded disclosures with signi cantly shorter
More informationEducational Version. Broker (Firm) Mailing Address: City, State, and Zip Code:
EXCLUSIVE RIGHT TO SELL UNIMPROVED LAND LISTING AGREEMENT This Exclusive Right to Sell Unimproved Land Listing Agreement ( Agreement ) is made on (Date) by and between ( Seller ) and (Insert Firm Name)
More informationDEED IN LIEU OF FORECLOSURE TRANSACTIONS
DEED IN LIEU OF FORECLOSURE TRANSACTIONS Frank Oliver Oliver & Oliver, P.C. 1 RESUME OF FRANK OLIVER Oliver & Oliver, P.C. 100 Congress Avenue, Suite 2100 Austin, Texas 78701 (512) 370-4050 Fax (512) 370-4051
More informationIN THE FLORIDA SUPREME COURT. Petitioner, CASE NO. SC vs. CASE NO. 2D
IN THE FLORIDA SUPREME COURT GENERAL MOTORS ACCEPTANCE CORP., a Delaware corporation authorized to do business in Florida, Petitioner, CASE NO. SC06-1522 vs. CASE NO. 2D05-3583 HONEST AIR CONDITIONING
More informationFLAT FEE MLS LISTING AGREEMENT
FLAT FEE MLS LISTING AGREEMENT This Flat Fee MLS Listing Agreement (hereinafter referred to as the AGREEMENT ) is entered into by and between (hereinafter referred to as OWNER ) and Hive Realty, LLC (hereinafter
More informationLISTING OF RESIDENTIAL VACANT LAND EXCLUSIVE RIGHT AND AUTHORITY TO SELL CONTRACT
LISTING OF RESIDENTIAL VACANT LAND EXCLUSIVE RIGHT AND AUTHORITY TO SELL CONTRACT 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 THIS LISTING OF RESIDENTIAL
More informationSTATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION DIVISION OF FLORIDA CONDOMINIUMS, TIMESHARES AND MOBILE HOMES
STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION DIVISION OF FLORIDA CONDOMINIUMS, TIMESHARES AND MOBILE HOMES IN RE: PETITION FOR ARBITRATION Tracy Beck, Petitioner, v. Case No. 2014-04-9162
More informationPreliminary Negotiations of a Commercial Lease Agreement Between Landlord and Tenant
Preliminary Negotiations of a Commercial Lease Agreement Between Landlord and Tenant By James T. Saint, CCIM Real Estate Advocate 8 Jan 1995 (updated 4 Aug 2009) This article deals with the preliminary
More informationCUSTOMER CONTRACT REQUIREMENTS DARPA ACT CUSTOMER CONTRACT HR C-0001
Page 1 of 8 CUSTOMER CONTRACT REQUIREMENTS DARPA ACT CUSTOMER CONTRACT HR0011-14-C-0001 CUSTOMER CONTRACT REQUIREMENTS The following customer contract requirements apply to this contract to the extent
More informationBUYER S ACQUISITION OUTLINE
BUYER S ACQUISITION OUTLINE Preliminary Copyright 1997 by Maryann A. Waryjas Presented February, 1998 1. This outline assumes that management has engaged in a comprehensive, in depth study of the needs
More informationNew Developments Summary
September 11, 2018 NDS 2018-11 New Developments Summary Implementation costs in a hosting arrangement ASU 2018-15 addresses customer accounting Summary The FASB issued ASU 2018-15, Customer s Accounting
More informationXerox and Beyond: Merger Agreement Provisions in Acquisition Financing
Xerox and Beyond: Merger Agreement Provisions in Acquisition Financing November 1, 2011 10/16/2013 Xerox and Beyond: Merger Agreement Provisions in Acquisition Financing 1 Xerox and Beyond: Merger Agreement
More informationOPINION OF THE SUPREME COURT OF NEBRASKA. Case Title
.., OPINION OF THE SUPREME COURT OF NEBRASKA Case Title DOROTIIY L. BAUERMEISTER ET AL., APPELLEES, V. WASTE MANAGEMENT Co. OF NEBRASKA,INC., APPELLANT, AND NATURE'S WORKS, LLC, ET AL., APPELLEES. Case
More informationM&A technology contract separation: Stay strategic. Part of the heart of M&A series on M&A technology topics
M&A technology contract separation: Stay strategic Part of the #Tech @the heart of M&A series on M&A technology topics 51 Contract separation: Frequently used terms Contract separation is a critical part
More informationBUSINESS GUIDE. Resource Booklet
BUSINESS GUIDE Resource Booklet Onsite Law practices in Conveyancing, Business Law and Wills. We provide advice in plain English in a cost efficient way. All client referrals to us are treated with courtesy
More informationLLC Operating Agreements in Bankruptcy: Are They Executory?
Mark B. Conlan and Lawrence A. Goldman New Jersey Law Journal, February 20, 2017 Imagine your client is considering a strategic bankruptcy filing in order to restructure indebtedness, and one of the debtor's
More informationIN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE ) ) ) ) ) ) ) OPINION 1. Before the Court is the Objection of the FLYi and
IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE IN RE: FLYi, INC., et al. Debtors. ) ) ) ) ) ) ) Chapter 11 Case Nos. 05-20011 (MFW) (Jointly Administered) Re: Docket Nos. 2130, 2176,
More informationIDX Paperwork Cover Sheet
IDX Paperwork Cover Sheet IMPORTANT This cover sheet MUST be filled out and returned via Email or Fax with your IDX paperwork. If this cover sheet is not included your IDX may not be approved and set-up
More informationWESTERN NEW YORK REAL ESTATE INFORMATION SERVICES, LLC EXCLUSIVE RIGHT TO SELL PROPERTY LISTING AGREEMENT 2007
WESTERN NEW YORK REAL ESTATE INFORMATION SERVICES, LLC EXCLUSIVE RIGHT TO SELL PROPERTY LISTING AGREEMENT 2007 1. PARTIES. The parties to this Agreement are as follows: ML# a. Owner: ( Owner ) whose address
More informationShedding Light on the Elusive and Mysterious Material Adverse Effect Clause. David M. Clar and Kelly S. Foss
Shedding Light on the Elusive and Mysterious Material Adverse Effect Clause David M. Clar and Kelly S. Foss DAVID M. CLAR is the Corporate Practice Group Leader. Dave focuses on corporate and commercial
More informationBuyer is every person/entrepreneurship who uses the Platform and buys via Platform.
Terms of Business Agreement with Vendor Definitions: The owner of the platform or BCShop.io is BCSHOP.IO PTE.LTD. that is a company incorporated in Singapore at 176 Joo Chiat Road, #02-02427447 Singapore.
More information