The U.S. District Court for the Northern District of California has recently approved a long-awaited environmental mitigation trust agreement in the Volkswagen “clean diesel” emissions litigation that had been requested by the U.S. Department of Justice.1 The approval of the trust agreement Continue Reading
Anti-Reliance Provision in Merger Agreement Justifies Non-Payment of Working Capital Deficiency
Sparton Corp. v. O’Neil, et al., C.A. No. 12403-VCR (Del. Ch. Aug. 9, 2017) – In this opinion, the Delaware Court of Chancery addressed a situation in which a purchaser of a company discovered that the actual amount of working capital was less than the estimated working capital agreed to by the Continue Reading
Lessons for Co-Founders Excluded from Business Venture
Delaware Court of Chancery addresses breach of fiduciary duty claims when co-founders pursue business venture with another party The Delaware Court of Chancery, in McKenna v. Singer, C.A. No. 11371-VCMR (Del. Ch. July 31, 2017), held that co-founders who ultimately decided to pursue an Continue Reading
Connecticut Supreme Court Decision Puts Retailers at Risk for New Overtime Claims
Wage and hour lawsuits continue to hound employers, with more than 8,000 new federal class actions alleging improper payment filed in 2016 alone. Now the Connecticut Supreme Court has issued a ruling that threatens even employers that scrupulously follow the federal Fair Labor Standards Act (FLSA) Continue Reading
Hurricanes Are Coming — Can Your Insurance Weather the Storms?
The Atlantic tropical-storm season is quickly approaching its annual peak. In a dire warning issued on August 9, the federal government’s lead hurricane forecaster stated that the coming months will be “extremely active.” His projection is premised on the fact that the number of storms formed this Continue Reading
Third Circuit Ruling Impacts Oil & Gas Industry
The United States Circuit Court of Appeals for the Third Circuit issued a decision that significantly affects the rights of upstream producers. Applying Delaware law, the Third Circuit explained that the upstream producers needed to file a financing statement in the state where the first purchaser Continue Reading
Connecticut Employers Will Need to Accommodate Pregnant Employees
A new state law that becomes effective October 1, 2017, expands existing legal protections for pregnant employees under federal and state laws and will require employers to pay closer attention to the ways in which they treat pregnant workers. Under current standards, federal law prohibits employers Continue Reading
Third Circuit Reminds Debt Collectors Of Notice Requirement
The Fair Debt Collection Practices Act (the “Act”) was created to protect consumers against abusive debt collection practices. The notice provision is one feature of the Act that requires debt collectors to notify consumers of the latter’s ability to obtain information concerning the existence Continue Reading
Third Circuit Provides Guidance to Creditors Seeking Section 503(b)(9) Administrative Expense Status
Unsecured creditors frequently find themselves in the lurch when a company files for bankruptcy. One of the few mechanisms for recovering the value of goods supplied to a debtor prior to a bankruptcy case is an administrative expense claim under Section 503(b)(9) of the Bankruptcy Code. In an Continue Reading
Delaware Supreme Court Rejects Over-Expansive Application of True-Up Provision in Purchase Agreement
Chicago Bridge & Iron Co. v. Westinghouse Elec. Co. LLC, et al., No. 573, 2016 (Del. June 28, 2017) The Delaware Supreme Court reversed the Court of Chancery’s entry of judgment on the pleadings based on a flawed interpretation of the purchase agreement that failed to give effect to the Continue Reading