Expert Analysis

• NY Contractor Relief Bill Is Much-Needed, But Imperfect

  

  Once signed by the governor, New York's S.B. 10109 will correctly provide relief to construction contractors negatively affected by drastic material price escalations, though it is held back by an arbitrary time restriction, say attorneys at Cohen Seglias.

• Texas Infrastructure Act And Renewables Projects: 1 Year In

  

  A year into implementation of Texas' Lone Star Infrastructure Protection Act, Jennifer Pier at Husch Blackwell discusses how renewable energy project developers, owners and investors planning projects in Texas can incorporate LIPA-related provisions into transaction and financing documents.

• NYC Office Tower Ch. 11 Shines Light On Blocking Provisions

  

  PMW Management's Chapter 11 filing, which recently received extra time to submit a restructuring plan, highlights courts' increasing skepticism of bankruptcy blocking provisions and favoritism toward leaving bankruptcy restructuring plans in the hands of the debtor, say Jeff Marwil and Ashley Weringa at Proskauer.

• Tips For Managing Pre-Merger Information Exchanges

  Excerpt from Practical Guidance

  

  During merger discussions and negotiations, eight strategies can help manage the exchange of competitively sensitive information, including hiring a clean team and awareness of overlaps, says Tim Haney at LexisNexis.

• Bankruptcy Case Is Reminder On Collateral Ownership Issue

  

  The recent Northern District of Oklahoma bankruptcy ruling in Rudick shows why it is critical that a practitioner understands who owns its client's proposed collateral, especially if the collateral is material to the underwriting and credit profile of a loan, say attorneys at Troutman Pepper.

• Beware Arbitration Clauses That May Bar Inter Partes Review

  

  Recent decisions show that the Federal Circuit and district courts are moving toward recognizing that standard arbitration clauses can bar inter partes review at the Patent Trial and Appeal Board, a new landscape that will require careful consideration for parties negotiating patent-related contracts, say attorneys at Ropes & Gray.

• How To Avoid Construction Lien Traps In Bankruptcy Filings

  

  The Ninth Circuit Bankruptcy Appellate Panel’s decision in 450 S. Western Ave. serves as a cautionary tale on the risks of a contractor agreeing not to foreclose a lien in exchange for the owner agreeing not to challenge the validity of the lien in bankruptcy filings, and highlights how contractors can protect their liens, says Blake Robinson at Davis Wright.

• Opinion

  Now's The Time To Address Archaic Law School Curricula

  

  With law school enrollments jumping significantly ahead of a potential recession and more students graduating than the market can absorb, law schools should turn to creative solutions to teach students how to negotiate, work with clients, specialize and use technology to practice their craft more efficiently, says University of Colorado adjunct professor Jason Mendelson.

• Deploying US Discovery In Brazil Following High Court Ruling

  

  While the U.S. Supreme Court’s recent decision in ZF Automotive v. Luxshare may be seen as a limitation on the use of discovery in foreign proceedings, there are still many options for litigants deploying U.S. discovery abroad, which is particularly valuable in Brazil, say attorneys at Kobre & Kim.

• Sears Bankruptcy Case Shows Modification Disclosure Is Key

  

  The recent New York federal court decision in Transform Holdco v. Sears Holdings highlights the importance of seeking approval of any material modifications to a purchase agreement in a bankruptcy, as historical setting can be a factor if any dispute arises later between a debtor and a buyer, say Frank Grese and Reginald Sainvil at Baker McKenzie.

• Determining Interest Rate Floors With Transition To SOFR

  Excerpt from Practical Guidance

  

  As commercial loans shift from Libor to Secured Overnight Financing Rate term rates, counsel should review existing credit agreements and any amendments, and pay close attention to whether any floors are transitioned or become applicable as a result of an agreement's transition, says Ann Dziuba at LexisNexis.

• Lessons From Lawyer Fee-Sharing Agreements Gone Wrong

  

  The recent fee-sharing dispute between Edelson and Girardi Keese is a reminder that lawyers who do not strictly follow the applicable rules may risk a disciplinary complaint, lose their share of the fee, or wind up in costly litigation with co-counsel, says David Grossbaum at Hinshaw.

• LeClairRyan Bankruptcy Highlights Pass-Through Tax Issue

  

  A Virginia bankruptcy court's recent ruling in the case of defunct law firm LeClairRyan shows there may be serious tax consequences for pass-through entity partners who give up their ownership interest without following operating agreement exit provisions and updating bankruptcy court filings, say Edward Schnitzer and Hannah Travaglini at Montgomery McCracken.

• Force Majeure Claims Amid New Supply Chain Disruptions

  

  Port tie-ups, labor shortages and other recent supply disruptions will likely prove even more difficult to assert than force majeure claims from earlier phases of COVID-19, and the better bet may be to make claims based on the pandemic, says Neil Schur at Anderson Kill.

• 8 Steps To Creating A Legal Ops Technology Road Map

  

  Legal departments struggling to find and implement the right technologies for their operations should consider creating a road map that summarizes their approach to technology changes, provides clearly defined metrics for success, and serves as the single source of truth for stakeholders, says Melanie Shafer at SimpleLegal.